Tempo Terms of Use

These Terms of Use ("Terms") apply to your access to and use of all websites, software applications, and services we make available online, including https://wallet.tempo.xyz/ (collectively referred to as the "Services"), owned, operated, or developed by Tempo Labs Technologies, Inc. and its affiliates ("Tempo," "we," "us," "our"). By accessing and using the Services, you agree to be bound by these Terms. If you do not understand or agree to these Terms, please do not use the Services. Please refer to the Tempo Privacy Policy for information on how we collect, use, disclose, and share information. The Privacy Policy is incorporated into these Terms.

The Services include, without limitation, the Tempo non-custodial digital asset wallet (the "Wallet"), which allows you to (a) generate and manage blockchain wallet addresses and associated private keys, (b) submit transactions to supported blockchain networks, (c) view digital asset balances and transaction history, (d) interact with decentralized and/or third-party applications and protocols, (e) access third-party bridge services to transfer digital assets across blockchain networks, and (f) access third-party services to purchase or sell digital assets using fiat currency (collectively, the "Wallet Services"). The Wallet is a non-custodial software tool. Tempo does not have access to, custody of, or control over your digital assets or private keys at any time.

The Services also include a command-line interface and programmatic access tools (the "CLI") that allow you to interact with machine-to-machine workflows, including payment flows triggered by third-party protocol requests. The CLI is designed for developers and technically sophisticated users. You are solely responsible for all transactions initiated through the CLI using your credentials, whether initiated by you directly or by any automated system, AI agent, or third-party software acting with credentials under your instructions.

IMPORTANT NOTICE REGARDING SELF-CUSTODY: THE WALLET IS A NON-CUSTODIAL SERVICE. YOU ARE SOLELY RESPONSIBLE FOR THE SECURITY OF YOUR PRIVATE KEYS. IF YOU LOSE YOUR KEYS YOUR DIGITAL ASSETS WILL BE PERMANENTLY INACCESSIBLE. TEMPO CANNOT RECOVER YOUR KEYS OR RESTORE ACCESS TO YOUR WALLET UNDER ANY CIRCUMSTANCES.

IMPORTANT NOTE REGARDING DISPUTE RESOLUTION: PLEASE READ THESE TERMS CAREFULLY AS THEY MAY IMPACT YOUR LEGAL RIGHTS IN THE EVENT OF A DISPUTE BETWEEN US. SPECIFICALLY, PLEASE REFER TO THE SECTION TITLED "RESOLVING DISPUTES BETWEEN YOU AND TEMPO," WHICH REQUIRES THAT CERTAIN DISPUTES BE SETTLED THROUGH MANDATORY BINDING ARBITRATION AND PRECLUDE YOU FROM LEADING OR PARTICIPATING IN A CLASS ACTION, AS WELL AS THE SECTIONS TITLED "CLASS ACTION WAIVER" AND "JURY TRIAL WAIVER," WHICH CONTAIN A CLASS ACTION WAIVER AND JURY TRIAL WAIVER FOR NON-ARBITRABLE DISPUTES.

1. Use of the Services

By accessing or using the Services, you represent and warrant that you are at least 18 years of age (or the age of majority in your jurisdiction, whichever is greater), that you have the legal capacity to enter into these Terms, and that your use of the Services complies with all applicable laws and regulations in your jurisdiction. If you are using the Services on behalf of a legal entity, you represent and warrant that you have the authority to bind that entity to these Terms.

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services but you may not sell, sublicense, or distribute the Services themselves. Except for the foregoing limited license, no right, title or interest shall be transferred to you. You may use the Services only for lawful purposes and in accordance with these Terms. Any rights not expressly granted herein are reserved by Tempo.

We reserve the right to modify or discontinue, temporarily or permanently, the Services (or any part thereof) at any time with or without notice. You agree that Tempo will not be liable to you or to any third party for any modification, suspension or discontinuance of the Services.

Under these Terms, the term "You" and "Your" includes any use by You and also includes any software, automated system, smart contract, artificial intelligence model, machine learning model, or AI agent ("Your AI Systems") (i) using your credentials to use the Services, (ii) that you direct or control, or (iii) that operates using access you provided or enabled, even without your specific instructions to undertake a particular activity. You agree not to use the Services:

• to violate any applicable federal, state, local, or other applicable law or regulation of any jurisdiction (including, without limitation, any laws regarding the export of data or software to and from the US or other countries);
• to engage in, facilitate, or support money laundering, terrorist financing, sanctions evasion, or any other financial crime;
• to transact with or for the benefit of any person, entity, or jurisdiction that is the target of comprehensive sanctions administered by the U.S. Department of the Treasury's Office of Foreign Assets Control (OFAC), the European Union, the United Kingdom, or the United Nations;
• if you are located in, organized under the laws of, or a resident of any country or territory subject to comprehensive sanctions by the United States, European Union, United Kingdom, or the United Nations;
• to circumvent or attempt to circumvent any geographic, compliance, or access restrictions implemented by Tempo;
• to transmit, store, or interact with malicious code, tokens, smart contracts, or digital assets designed to defraud, harm, or steal digital assets from other users;
• to use the Services to build a competitive product or service, or to benchmark the Services for competitive purposes;
• to interfere with, disrupt, or disobey the requirements or policies of the Services, or servers and networks connected to the Services, including any usage or rate limits;
• to authorize or cause any third-party software, or third-party or user-controlled AI System to access the Services using your credentials without implementing adequate controls to prevent unauthorized or unintended transactions;
• to duplicate, decompile, reverse engineer, disassemble or decode the Services (including any underlying idea or algorithm), or attempt to do any of the same;
• to use, reproduce or remove any copyright, trademark, service mark, trade name, or other proprietary notation displayed the Services without permission;
• to use the Services in any manner that impacts (i) the stability of the hardware running the Services, (ii) the operation or performance of the Services or other user's experience or use of the Services, or (iii) the behavior of other applications that use the Services;
• to impersonate or falsely state or otherwise misrepresent yourself;
• to obtain or attempt to access any materials through any means not intentionally made available through the Services
• to violate copyright, trademark, or other intellectual property laws; or
• promptly notifying Tempo at support@tempo.xyz upon discovering or suspecting any unauthorized access to your Wallet or CLI credentials.

2. Self-Custody; Private Keys and Recovery Phrases

2.1 Non-Custodial Service

The Wallet Services and the CLI are non-custodial. Tempo does not have access to, hold, custody, or control your private keys, passkeys, or digital assets at any time. Tempo cannot initiate, authorize, cancel, or reverse any blockchain transaction on your behalf. No fiduciary, custodial, trust, or advisory relationship is created between you and Tempo by virtue of your use of the Services.

2.2 Your Responsibilities

You are solely and exclusively responsible for:

• generating, storing, and safeguarding your private keys or passkey;
• maintaining the confidentiality and security of your private keys, passkeys, and any other credentials associated with your Wallet and/or CLI;
• maintaining the security of your device and password/credential manager, which may be used to access the passkeys associated with your Wallet;
• generating, storing, and safeguarding any API keys, CLI credentials, environment variables, or other credentials associated with your access to the Services;
• all transactions and activities that occur through your Wallet or CLI, whether or not authorized by you;
• implementing and maintaining appropriate spending controls, rate limits, and access restrictions on any automated system you authorize to interact with the Services on your behalf;
• verifying all transaction details (including recipient address, network, token, and amount) before confirming any transaction;
• verifying all actions taken by AI Systems using the Services with your credentials; and
• monitoring your Wallet activity for unauthorized or unintended programmatic transactions and addressing any potential issues immediately, it being understood that Tempo cannot reverse or cancel any transactions.

2.3 Irrecoverable Loss

If you lose your private keys or credentials to access your passkeys, you will permanently and irrevocably lose access to your Wallet and any digital assets associated with it. Tempo cannot recover your private keys or credentials to access your passkeys or restore access to your Wallet. Likewise, Tempo cannot retrieve digital assets sent to incorrect addresses or otherwise reverse or cancel transactions. You acknowledge and accept these risks are inherent in using the Services.

2.4 Security Practices

You should never share your private keys or credentials with anyone. Tempo will never ask you for your credentials or any associated recovery phases. You are responsible for securing your devices against malware, phishing attacks, and unauthorized access.

2.5 Programmatic and Automated Access.

The Services may be accessible through command-line interfaces, APIs, access keys or other programmatic means (collectively, "Programmatic Access"). If you use Programmatic Access, you acknowledge and agree that:

• No Confirmation Step. Transactions initiated through Programmatic Access may execute immediately and irreversibly upon satisfying applicable protocol conditions, without any secondary confirmation prompt. You are solely responsible for ensuring that any automated system you operate or authorize is correctly configured before enabling it to interact with the Services.
• Agent and Automated Systems. If you authorize or cause any third-party software or AI System to access the Services using your credentials, you assume full responsibility for all actions taken by such systems as if you had taken those actions directly. Tempo does not distinguish between human-initiated and machine-initiated transactions.
• Credential Authority. Tempo has no ability to verify whether a request submitted through Programmatic Access using valid credentials was authorized by you or resulted from unauthorized access, misconfiguration, or user error. You are solely responsible for securing your credentials and for all activity occurring through Programmatic Access using your Wallet. Transactions broadcast to a blockchain network are irreversible once confirmed.
• No Safeguard Guarantee. Any spending limits, rate limits, or access controls made available through the Services or the CLI are provided as a convenience only and are not guaranteed to prevent all unintended transactions in all circumstances, including due to network conditions, race conditions, or software errors. You are solely responsible for implementing independent controls and monitoring on your own systems.
• Testnet and Mainnet Environments. If Tempo makes available a testnet or staging environment, you are solely responsible for ensuring that automated systems and scripts are directed to the correct environment. Transactions broadcast to a mainnet environment are real, irreversible, and subject to these Terms in full. Tempo is not liable for losses resulting from transactions mistakenly broadcast to mainnet.
• Third-Party Payment Requests. Where the Services are configured to respond automatically to payment requests issued by third-party protocols or services (including pursuant to HTTP 402-based or similar machine-to-machine payment flows), all resulting transactions will be executed at your direction. Tempo is not responsible for the validity, accuracy, legitimacy, or fairness of any payment request issued by a third party, and you are solely responsible for auditing and configuring the conditions under which such automated payments are triggered.

3. Modifications

We reserve the right, at our sole discretion, to change or modify portions of these Terms at any time. If we do this, depending on the nature of the change, we will post the changes on this page and indicate at the top of this page the date these Terms were last revised. Except where otherwise prohibited by applicable law, your continued use of the Services after the date any such changes become effective constitutes your acceptance of the new Terms. If you don’t agree to be bound by the modified Terms, then you must cease using the Services.

4. Intellectual Property Rights

4.1 Services Content.

You acknowledge and agree that the Services may contain content that is protected by intellectual property rights, such as copyright, patent, trademark, trade secret or other rights and laws. You agree not to copy, modify, or create a derivative work of, sell, resell, sublicense, transfer, or distribute any or all of the content on the Services, in whole or in part. If you are not permitted to access the Services or your IP address has been blocked, you agree not to circumvent or attempt to circumvent such blocking, including by masking your IP address or using a proxy IP address.

4.2 Trademark.

Tempo's trademarks, logos, product and service names, slogans, and the look and feel of the Services are trademarks of Tempo and may not be copied, imitated or used, in whole or in part, without our prior written consent. All other trademarks, registered trademarks, product names and company names or logos mentioned on the Services are the property of their respective owners. Reference to any products or services does not constitute or imply endorsement, sponsorship or recommendation by us. Nothing contained on the Services should be construed as granting any license, interest or right of any kind to use any trade names, trademarks, service marks, or logos appearing on the Services without the express prior written consent of the owner.

5. Third-Party Services

Some of the Services may utilize services provided by third-party service providers who operate independently under their own terms of service, acceptable use policies, pricing structures, privacy policies, and data handling practices; you are responsible for reviewing and complying with all applicable third-party terms. Any personal data, usage data, or transaction data transmitted to a third-party service provider is subject to that provider’s own privacy policy and data handling practices, which Tempo does not control. Additionally, if a third-party service provider alleges that your use of its service (through the CLI or otherwise) violates its terms of service, applicable law, or third-party rights, you agree to indemnify and hold Tempo harmless from any resulting claims in accordance with these Terms.

5.1 Third-Party Links

The Services may display links or references to third-party websites. You acknowledge and agree that Tempo is not responsible for examining or evaluating the content, accuracy, completeness, availability, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of such websites. We do not warrant or endorse and do not assume and will not have any liability or responsibility to you or any other person for any third-party website. Links to other websites are provided solely as a convenience to you.

5.2 Third-Party Bridge and Cross-Chain Services

The Services may provide access to third-party bridge protocols that enable the transfer of digital assets between different blockchain networks ("Bridge Services"). These Bridge Services are provided by independent third-party protocols, not by Tempo. You acknowledge and agree that:

• bridging digital assets, which are provided by third-parties, involves locking, burning, or depositing assets on one blockchain and receiving corresponding or referenced assets on another blockchain, which carries inherent risks including, without limitation, smart contract vulnerabilities in the bridge protocol, liquidity shortfalls on destination chains, extended processing delays, price discrepancies between chains, bridge protocol exploits or hacks, and potential total loss of bridged assets;
• possession of a bridged digital asset on Tempo does not provide direct rights to the underlying asset on another blockchain;
• Tempo does not control, operate, audit, or guarantee the security, availability, or performance of any third-party bridge protocol, including but not limited to whether the bridged asset maintains its peg to the underlying asset;
• not all tokens can be bridged between all supported networks, and attempting to bridge unsupported assets may result in permanent loss;
• Tempo has no ability to recover digital assets that are lost, delayed, or misdirected during a bridge transfer;
• Bridge Services may be provided by decentralized or non-custodial protocols who cannot provide any recourse if your assets are lost;
• you are solely responsible for understanding the risks associated with any Bridge Service before self-effectuating a cross-chain transfer, and to the extent you have questions about any Bridge Service, you should contact the third-party protocol providing the service (to the extent they exist).

5.3 Fiat Onramp and Offramp Services

The Services may provide access to third-party payment providers that enable you to purchase digital assets using fiat currency or sell digital assets for fiat currency ("Onramp/Offramp Services"). These Onramp/Offramp Services are provided by independent third parties, not by Tempo. You acknowledge and agree that:

• all purchases and sales of digital assets using fiat currency are transactions between you and the applicable third-party payment provider, not between you and Tempo;
• each third-party payment provider operates under its own terms of service, privacy policy, and KYC/AML requirements, to which you will be independently bound;
• Tempo does not handle, process, or store your payment information (including credit card numbers, bank account details, or other financial credentials);
• Tempo is not responsible for transaction failures, delays, denials, chargebacks, fees, or disputes with any third-party payment provider, and you must contact the applicable provider directly for payment support, refunds, or inquiries; and
• third-party payment providers may impose geographic restrictions, identity verification requirements, transaction limits, and additional fees that are not set or controlled by Tempo.

5.4 Decentralized Applications and Protocols

The Services may provide an interface for you to interact with decentralized applications, smart contracts, and protocols that operate on supported blockchain networks (collectively, "dApps"). You acknowledge and agree that:

• Tempo does not control, operate, endorse, audit, or guarantee any dApp, and the display of or access to any dApp through the Services does not constitute Tempo's endorsement or recommendation of that dApp;
• your interactions with dApps are governed solely by the terms and conditions of those dApps, and any transactions you execute through dApps are solely between you and the applicable protocol or counterparty;
• smart contracts may contain bugs, vulnerabilities, or malicious code that could result in the loss of your digital assets, and once a smart contract interaction is signed and broadcast, it cannot be reversed by Tempo;
• token approvals you grant to smart contracts (including unlimited approvals) may expose your digital assets to risk if the contract or protocol is later compromised, and you are solely responsible for managing and revoking token approvals; and
• Tempo does not verify, audit, or guarantee the safety, accuracy, or reliability of any smart contract, protocol, or dApp that you interact with through the Services.

5.5 Third-Party or User-Controlled AI Systems

The Services may provide an interface for you to interact with supported blockchain networks, dApps, and Onramp/Offramp Services that can interact with third-party or user-controlled AI Systems. You acknowledge and agree that:

• Tempo does not control, operate, endorse, audit, or guarantee the results or performance of any third-party or user-controlled AI System, and the ability to access the Services through the CLI does not constitute Tempo's endorsement or recommendation of any third-party or user-controlled AI System;
• You are responsible for any and all losses, errors, bugs, manipulative transactions, and other unintended consequences that result from the actions of any third-party or user-controlled AI System using your credentials, even if you did not specifically direct such third-party or user-controlled AI System to engage in the activities causing such consequences; and
• AI Systems involve novel and untested technology that has inherent risks including lack of predictability, errors, susceptibility to human manipulation, and hallucinations. By using third-party or user-controlled AI Systems to access the Services, you agree to implement adequate controls to limit the potential consequences of such risks and accept responsibility for any such consequences that result from your use of such AI Systems.

6. Indemnity and Release

TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AGREE TO RELEASE, INDEMNIFY AND HOLD TEMPO AND ITS AFFILIATES AND THEIR OFFICERS, EMPLOYEES, DIRECTORS AND AGENTS HARMLESS FROM AND AGAINST ANY AND ALL LOSSES, DAMAGES, EXPENSES (INCLUDING REASONABLE ATTORNEYS' FEES AND COURT COSTS), RIGHTS, CLAIMS, ACTIONS OF ANY KIND (INCLUDING ANY INQUIRIES OR INVESTIGATIONS), AND INJURY ARISING OUT OF OR RELATING TO YOUR USE OF THE SERVICES, INCLUDING YOUR CONNECTION TO THE SERVICES, YOUR VIOLATION OF THESE TERMS OR YOUR VIOLATION OF ANY RIGHTS OF ANY THIRD PARTY. TEMPO RESERVES THE RIGHT, AT ITS OWN EXPENSE, TO ASSUME EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY YOU AND, IN SUCH CASE, YOU AGREE TO COOPERATE WITH TEMPO IN THE DEFENSE OF SUCH MATTER.

If you are a California resident, you waive California Civil Code Section 1542, which says: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party." If you are a resident of another jurisdiction, you waive any comparable statute or doctrine.

7. Digital Assets, Blockchain and Third-Party Risks

7.1 Assumption of Risk

You acknowledge and agree that the use of blockchain-based digital assets and technologies involves significant risks. By using the Services, you expressly assume all risks associated with digital assets and blockchain technology, including but not limited to:

• Price Volatility: the value of digital assets is highly volatile and may fluctuate significantly in a short period of time, including dropping to zero;
• Blockchain Risks: blockchain networks are subject to risks including network congestion, forks, consensus failures, protocol changes, 51% attacks, validator/miner manipulation (including MEV extraction), network outages, all of which are beyond Tempo's control;
• Self-Custody Risks: you could experience permanent, irreversible loss of your assets, as there is no recovery mechanism available if you lose access to your private keys, passkeys, or wallet credentials;
• Regulatory Risk: the regulatory landscape for digital assets is evolving and uncertain, and changes in law, regulation, or enforcement may adversely affect the value, transferability, or usability of digital assets, or may restrict your ability to use the Services;
• Technology Risk: underlying software, AI Systems, smart contracts, and blockchain protocols may contain bugs, vulnerabilities, or errors that could result in loss of digital assets;
• Counterparty Risk: digital asset transactions involve counterparty risk, including the risk that a counterparty, dApp, bridge protocol, or exchange may become insolvent, be exploited, or fail to perform;
• Irreversibility: blockchain transactions are final and irreversible once confirmed, and Tempo cannot reverse, cancel, modify, or refund any transaction after it has been broadcast to the applicable blockchain network;
• DEX Risk: interactions with the protocol-native decentralized exchange involve risks inherent to decentralized exchange mechanisms, including liquidity constraints, price slippage, impermanent loss, MEV extraction, and the irreversibility of on-chain transactions, all of which may result in the partial or total loss of digital assets; and
• Programmatic Transaction Risk: automated and programmatic transaction flows, including machine-to-machine payment protocols, may execute transactions at high speed and volume without per-transaction human confirmation, creating the risk of significant and rapid loss of digital assets due to misconfiguration, software error, compromised credentials, or unintended automation behavior, all of which are beyond Tempo's control and for which Tempo bears no responsibility.

7.2 No Insurance Protection

Digital assets held in the Wallet are not legal tender, are not backed by any government, and are not protected by the Federal Deposit Insurance Corporation (FDIC), the Securities Investor Protection Corporation (SIPC), or any similar government or regulatory insurance or protection program. You do not benefit from any regulatory or insurance protections applicable to deposit or securities accounts.

7.3 No Financial Advice

Tempo does not provide investment, commodity trading, tax, legal, or financial advice. Any information provided through the Services, including token prices, portfolio values, and market data, is for informational purposes only and should not be construed as advice of any kind. You should consult your own professional advisors before making any financial decisions.

7.4 Network Fees

Blockchain transactions require the payment of network fees (commonly referred to as "gas fees") that are paid to blockchain network validators or miners. Network fees are determined by blockchain network conditions and may fluctuate significantly based on network congestion. Network fees are non-refundable, even if the underlying transaction fails, is reverted, or does not achieve the intended result.

7.5 Transaction Data

Transaction data, asset balances, and price information displayed in the Services may be sourced from third-party data and may be inaccurate, delayed, or incomplete. Tempo does not guarantee the accuracy of transaction simulations, fee estimates, price quotes, or asset valuations. You should not rely solely on information displayed in the Services for financial decisions. Tempo is not liable for any losses arising from the difference between a quoted price and an execution price in any context.

7.6 Pricing in Programmatic and Machine-to-Machine Payment Flows

Certain features and capabilities available through the CLI are priced by Tempo or by a third-party protocol or service. By confirming a request, you agree to pay Tempo or the third-party protocol or service the applicable price for the requested feature or action. All pricing, fee estimates, and exchange rates are provided on an "as-is" basis at the time of the applicable request and may be subject to change due to network latency, market movement, liquidity changes, or other factors beyond Tempo's control. You are solely responsible for configuring appropriate price tolerance, slippage limits, and expiration windows on any payment authorization, and Tempo is not liable for any losses arising from any programmatic transactions or machine-to-machine flows. All sales are final and no refunds will be issued.

8. Disclaimers

YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES, AND THE INFORMATION AND CONTENT PROVIDED ON OUR SERVICES, ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE EXTENT PERMITTED BY APPLICABLE LAW, EXCEPT AS OTHERWISE EXPRESSLY PROVIDED HEREIN, TEMPO EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

TEMPO MAKES NO WARRANTY THAT (I) THE SERVICES WILL MEET YOUR REQUIREMENTS, (II) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS OR CONTENT THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, OR (IV) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS.

TEMPO IS NOT A BROKER, DEALER, EXCHANGE, CUSTODIAN, OR FINANCIAL INSTITUTION. THE SERVICES PROVIDE NON-CUSTODIAL SOFTWARE TOOLS FOR MANAGING DIGITAL ASSETS. TEMPO DOES NOT HOLD, CONTROL, OR HAVE ACCESS TO YOUR DIGITAL ASSETS AT ANY TIME. TEMPO DOES NOT PROVIDE INVESTMENT ADVICE, PORTFOLIO MANAGEMENT, ASSET VALUATION, TRADE EXECUTION, CLEARING, OR SETTLEMENT SERVICES. TEMPO MAKES NO WARRANTIES OR REPRESENTATIONS REGARDING THE VALUE, STABILITY, OR REGULATORY STATUS OF ANY DIGITAL ASSET. TEMPO HAS NO CONTROL OVER ANY BLOCKCHAIN NETWORK AND MAKES NO WARRANTY REGARDING THE FUNCTIONALITY, SECURITY, OR AVAILABILITY OF ANY BLOCKCHAIN, INCLUDING SUPPORTED NETWORKS. TEMPO IS NOT RESPONSIBLE FOR THE ACTIONS OF ANY BLOCKCHAIN VALIDATOR, MINER, PROTOCOL DEVELOPER, OR NETWORK PARTICIPANT.

9. Limitation of Liability

YOU EXPRESSLY UNDERSTAND AND AGREE THAT TEMPO, ITS EMPLOYEES, AGENTS, CONTRACTORS, AND SUPPLIERS ("TEMPO ENTITIES") WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF THE TEMPO ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SERVICES; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICES; (III) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICES; OR (IV) ANY OTHER MATTER RELATING TO THE SERVICES. IN NO EVENT WILL THE TEMPO ENTITIES' TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED ONE HUNDRED DOLLARS.

WITHOUT LIMITING THE FOREGOING, THE TEMPO ENTITIES SHALL NOT BE LIABLE FOR ANY DAMAGES OR LOSSES ARISING FROM OR RELATED TO: (A) FLUCTUATIONS IN THE VALUE OF ANY DIGITAL ASSET; (B) LOSS OF DIGITAL ASSETS DUE TO COMPROMISED, LOST, OR STOLEN PRIVATE KEYS, PASSKEYS, OR DEVICE CREDENTIALS; (C) LOSS OF DIGITAL ASSETS DUE TO USER ERROR IN TRANSACTION DETAILS, INCLUDING TRANSACTIONS SENT TO INCORRECT ADDRESSES OR ON INCORRECT NETWORKS; (D) LOSS OF DIGITAL ASSETS RESULTING FROM SMART CONTRACT VULNERABILITIES, EXPLOITS, OR FAILURES; (E) LOSS OF DIGITAL ASSETS DURING CROSS-CHAIN BRIDGE TRANSFERS EFFECTUATED BY YOU AND/OR FACILITATED BY THIRD-PARTY OR DECENTRALIZED PROTOCOLS; (F) FAILURES, DELAYS, OR ERRORS OF THIRD-PARTY OR DECENTRALIZED BRIDGE PROTOCOLS, ONRAMP/OFFRAMP PROVIDERS, OR DAPP PROTOCOLS; (G) BLOCKCHAIN NETWORK OUTAGES, FORKS, CONSENSUS FAILURES, OR PROTOCOL CHANGES; (H) REGULATORY ACTIONS OR MARKET CONDITIONS THAT AFFECT THE VALUE, TRANSFERABILITY, OR ACCESSIBILITY OF DIGITAL ASSETS; (I) ACTIONS OF BLOCKCHAIN VALIDATORS, MINERS, MEV OPERATORS, OR OTHER NETWORK PARTICIPANTS; (J) LOSS OF DIGITAL ASSETS RESULTING FROM MISCONFIGURED, UNINTENDED, OR RUNAWAY AUTOMATED TRANSACTIONS INITIATED THROUGH PROGRAMMATIC ACCESS, INCLUDING THROUGH AI AGENTS, AI SYSTEMS, SCRIPTS, OR THIRD-PARTY AUTOMATION TOOLS USING YOUR CREDENTIALS; (K) LOSS OF DIGITAL ASSETS RESULTING FROM AUTOMATED PAYMENT FLOWS TRIGGERED IN RESPONSE TO THIRD-PARTY PROTOCOL PAYMENT REQUESTS, INCLUDING REQUESTS ISSUED PURSUANT TO HTTP 402-BASED OR SIMILAR MACHINE-TO-MACHINE PAYMENT MECHANISMS; OR (L) LOSS OF DIGITAL ASSETS RESULTING FROM TRANSACTIONS EXECUTED ON THE PROTOCOL-NATIVE DECENTRALIZED EXCHANGE, INCLUDING BUT NOT LIMITED TO LOSSES DUE TO SMART CONTRACT VULNERABILITIES, PRICE SLIPPAGE, LIQUIDITY SHORTFALLS, MEV EXTRACTION, IMPERMANENT LOSS, OR ADVERSE MARKET CONDITIONS.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICES OR WITH THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICES.

10. Compliance and Termination

10.1 Representations

By accessing or using the Services, you represent and warrant that:

• neither you nor any person or entity that owns or controls you is (i) located in, organized under the laws of, or a resident of any country or territory that is the target of comprehensive sanctions administered by the U.S. Department of the Treasury's Office of Foreign Assets Control (OFAC), the European Union, the United Kingdom, or the United Nations, (ii) identified on the Specially Designated Nationals and Blocked Persons (SDN) list, the Sectoral Sanctions Identifications (SSI) list, the Denied Persons List, the Entity List, or any other restricted parties list maintained by OFAC or equivalent authorities, or (iii) owned 50% or more, directly or indirectly, by any person or entity described in (i) or (ii);
• you will not use the Services to transact with or for the benefit of any person, entity, or jurisdiction that is the target of comprehensive sanctions administered by the U.S. Department of the Treasury's Office of Foreign Assets Control (OFAC), the European Union, the United Kingdom, or the United Nations;
• you will comply with all applicable laws and regulations, including anti-money laundering (AML) laws, counter-terrorism financing (CTF) laws, the Bank Secrecy Act, OFAC regulations, and any other applicable sanctions and export control laws; and
• you are not using the Services to engage in money laundering, terrorist financing, tax evasion, or any other financial crime.

10.2 Termination by Tempo

Tempo reserves the right to restrict, suspend, or terminate access to the Services, or to specific features thereof, for any user or wallet address Tempo reasonably believes is in violation of applicable law, including sanctions laws, or these Terms. If Tempo terminates your access to the Services, all licenses granted by Tempo will terminate automatically and all sections of these Terms which by their nature should survive the termination, including Sections 6 (Indemnity and Release), 7 (Digital Assets and Blockchain Risks), 8 (Disclaimers), 9 (Limitations of Liability), 10 (Compliance and Termination), 11 (Applicable Law), 12 (Dispute Resolution), 13 (Feedback), and 14 (General) shall continue in full force and effect. Termination will not limit any of Tempo’s other rights or remedies at law or in equity.

Certain features of the Services may be unavailable in certain countries or regions due to local laws, sanctions, or compliance requirements. Tempo may implement screening procedures, including the use of blockchain analytics tools, to monitor compliance with this Section.

10.3 Termination by You

You may stop using the Services at any time. If you wish to terminate these Terms, you may do so by discontinuing all use of the Services. Termination will not affect any rights or obligations that accrued prior to termination. In addition, any provisions that by their nature should survive termination (including Sections 6 to 14) will remain in full force and effect. For the avoidance of doubt, termination of these Terms does not affect any transactions previously submitted to a blockchain network, which remain final and irreversible.

11. Applicable Law

All claims arising out of or relating to these Terms will be governed by the laws of the State of New York, USA, excluding New York's conflicts of laws rules.

12. Resolving Disputes Between You and Tempo

PLEASE READ THIS SECTION CAREFULLY. IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS — INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT (BY REQUIRING YOUR DISPUTE TO BE SUBMITTED TO ARBITRATION) AND LIMITING YOUR RIGHTS TO RESOLVE YOUR DISPUTE AS PART OF A CLASS OR REPRESENTATIVE ACTION.

As detailed in this section, all disputes arising out of, relating to, or in connection with these Terms or your use of the Services (“Disputes”) must be resolved first through an informal dispute resolution process. In the event that process fails, all Disputes (except those identified in Section 12.5) will be resolved through binding arbitration.

12.1 Informal Dispute Resolution

Unless otherwise noted in this Section 12, you and Tempo agree that if any Dispute arises between us, both parties will first try to resolve it informally before initiating any formal dispute resolution proceeding. To initiate informal dispute resolution, the initiating party must first send a written description of the Dispute to the other party (“Notice of Dispute”). For any Dispute against Tempo that you initiate, you agree to send to support@tempo.xyz (a) a written description of the Dispute and (b) the email address(es) associated with your relationship with Tempo (if any). The Notice of Dispute must be on an individual basis and provide at least: your name; a description of the nature of the Dispute with sufficient detail for Tempo to assess its merits; and the specific relief sought. For any Dispute that Tempo initiates, we will send our Notice of Dispute to the email address associated with you if we can reasonably identify such an address. You and Tempo further agree to negotiate in good faith to resolve the concern through an informal telephonic conference. That conference shall be individualized such that a separate conference must be held each time either party intends to commence individual arbitration; multiple individuals initiating claims cannot participate in the same informal conference. If either party is represented by counsel, that party’s counsel may participate in the conference, but the party also must appear at and participate in the conference, unless one party states in writing that the other party need not participate.

We believe this procedure should lead to resolution. If the Dispute is not fully resolved within sixty (60) days after the non-initiating party receives the Notice of Dispute, you and Tempo agree to resolve any remaining aspects of the Dispute through the procedures set forth below.

Good faith participation in the above-described informal dispute resolution process is a prerequisite to either party initiating arbitration. The parties agree that any applicable statute of limitations period or other deadlines will be tolled while the parties engage in informal dispute resolution. The parties further agree that whether a complaining party has satisfied these Initial Dispute Resolution procedures is an issue that can be decided by a court as a prerequisite to arbitration.

Nothing in this paragraph is intended to prohibit the parties from engaging directly in communications to resolve the initiating party’s claims before, during, or after the sending of a Notice of Dispute.

12.2 Agreement to Arbitrate

If Informal Dispute Resolution efforts fail, then either party may initiate binding arbitration using the procedures set forth below as the sole means to resolve claims. To initiate an arbitration, you or Tempo must file a demand for arbitration with the American Arbitration Association (“AAA”). After filing a copy of the demand with AAA, you must also email a copy to support@tempo.xyz. If Tempo is initiating arbitration, it will serve a copy of the demand to the email address associated with you. You and Tempo agree that all Disputes shall be resolved exclusively through binding arbitration in accordance with this Section 12 (the “Arbitration Agreement”). This includes claims that arose, were identified, or involve facts occurring before the existence of this Arbitration Agreement as well as claims that may arise after the termination of this Arbitration Agreement. This Arbitration Agreement is governed by the Federal Arbitration Act ("FAA") and evidences a transaction involving interstate commerce. You and Tempo expressly agree that the FAA shall exclusively govern the interpretation and enforcement of this Arbitration Agreement.

Except as set forth in Section 12.5, the arbitrator, and not any court shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability or formation of the Terms and the Arbitration Agreement, including, but not limited to any claim that all or any part of these Terms or the Arbitration Agreement are void or voidable, whether a claim is subject to arbitration, and any dispute regarding the payment of administrative or arbitrator fees (including the timing of such payments and remedies for nonpayment). The arbitrator may grant whatever relief would be available in a court under law or in equity. The arbitrator has the right to impose sanctions in accordance with the arbitration provider rules and procedures for any frivolous claims or submissions the arbitrator determines have not been filed in good faith, as well as for a party's bad faith failure to comply with this section.

The parties understand that, absent this mandatory provision, they would have the right to sue in court and have a jury trial. YOU HEREBY ACKNOWLEDGE AND AGREE THAT YOU AND TEMPO BY AGREEING TO THIS ARBITRATION PROCEDURE ARE EACH IN EFFECT WAIVING THE RIGHT TO A TRIAL BY JURY TO THE MAXIMUM EXTENT PERMITTED BY LAW.

12.3 Arbitration Location

Subject to Section 12.6, if applicable, if you are a resident of the United States, and initiate arbitration, such arbitration will take place in the County where you reside, or if no AAA arbitrator is available in that County, then at the closest AAA arbitration location available in the state. Where Tempo initiates arbitration, and for residents in Canada (and anywhere else outside the United States), arbitration shall be initiated in New York County, State of New York, United States of America, unless you and Tempo otherwise agree or unless the designated arbitrator determines that such venue would be unreasonably burdensome to any party, in which case the arbitrator shall have the discretion to select another venue despite either party’s initial selection. For any arbitration conducted in New York, you and Tempo agree to submit to the personal jurisdiction of any federal or state court in New York County, New York, in order to compel arbitration, to stay proceedings pending arbitration, or to confirm, modify, vacate or enter judgment on the award entered by the arbitrator; and in connection with any such proceeding, further agree to accept service of process by U.S. mail and hereby waive any and all jurisdictional and venue defenses otherwise available.

12.4 Class Action Waiver

You and Tempo acknowledge and agree that, to the maximum extent allowed by law, and except as otherwise set out in this Section 12.4 and Section 12.6 below relating to batching, any arbitration shall be conducted in an individual capacity only and not as a class or other representative action, and the arbitrator may award relief only in favor of the individual party seeking relief. Notwithstanding this acknowledgement and agreement, you agree that any arbitration involving you may proceed on a consolidated basis if Tempo provides its consent to consolidate in writing.

If any portion of this Section 12.4 is found to be invalid or unenforceable, the remaining provisions of this Arbitration Agreement shall continue in full force and effect and the parties shall arbitrate their Dispute on an individual basis; provided, however, that if a court of competent jurisdiction issues a final, non-appealable order permitting class-wide arbitration, then the entirety of this Arbitration Agreement shall be null and void.

12.5 Exceptions to Arbitration

Notwithstanding the foregoing, either party may bring an action in state or federal court to protect its intellectual property rights (“intellectual property rights” means patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights). Either party may also elect to have disputes or claims resolved in a small claims court that are within the scope of that court’s jurisdiction regardless of what forum the filing party initially chose. Either party may also seek a declaratory judgment or similar relief in court regarding whether a party’s claims are time-barred or may be brought in small claims court. If a party has already submitted an arbitration demand, the other party can inform the arbitral forum that it chooses to have the Dispute heard in small claims court and the arbitral forum will close the arbitration and the Dispute will be heard in the appropriate small claims court.

Either party may elect to have disputes regarding whether a complaining party has satisfied the Initial Dispute Resolution procedures resolved by a court. Seeking such relief does not waive a party’s right to arbitration, and any filed arbitrations related to any action filed pursuant to this paragraph shall automatically be stayed pending the outcome of such action.

12.6 Arbitration Rules

The arbitration will be administered by AAA and conducted before a sole arbitrator in accordance with AAA rules, including, as applicable, the Consumer Arbitration Rules and the Mass Arbitration Supplementary Rules in effect at the time any demand for arbitration is filed with AAA, excluding any rules or procedures governing or permitting class or representative actions. The applicable AAA rules and procedures are available at www.adr.org. The arbitrator shall apply New York law consistent with the FAA and applicable statutes of limitations and shall honor claims of privilege recognized at law.

If the amount in controversy is $10,000 or less and you do not seek injunctive or declaratory relief, then the arbitration will be conducted solely on the basis of documents you and Tempo submit to the arbitrator, unless the parties agree otherwise. If the amount in controversy is more than $10,000 or seeks declaratory or injunctive relief, either party may request to hold a hearing, which shall be via videoconference or telephone conference unless the parties agree otherwise.

Subject to the applicable AAA rules and procedures, the parties agree that the arbitrator can allow the filing of dispositive motions. Unless otherwise prohibited by law, all arbitration proceedings will be confidential and all records relating thereto will be confidential, except as necessary to obtain court confirmation of the arbitration award.

In the event 100 or more similar arbitration demands (those asserting the same or substantially similar facts or claims, and seeking the same or substantially similar relief) presented by or with the assistance or coordination of the same law firm(s) or organization(s) are submitted to AAA against Tempo (“Mass Filing”), the parties agree (i) to administer the Mass Filing in batches of 100 demands per batch (with any final batch consisting of the remaining demands) (ii) to designate one arbitrator for each batch; and (iii) provide for the resolution of each batch on a consolidated basis with one set of filing and administrative fees due per batch, one procedural calendar, one hearing (if any) in a place to be determined by the arbitrator, and one final award, which will provide for any and all relief to which the arbitrator determines each individual party is entitled, with AAA administering all batches concurrently, to the extent You agree to cooperate in good faith with Tempo and the arbitration provider to implement such a “batch approach” or other similar approach to provide for an efficient resolution of claims, including the payment of combined reduced fees, set by AAA in its discretion, for each batch of claims. The parties further agree to cooperate with each other and the arbitration provider or arbitrator to establish any other processes or procedures that the arbitration provider or arbitrator believe will provide for an efficient resolution of claims. Any disagreement between the parties as to whether this provision applies or as to the process or procedure for batching shall be resolved by a procedural arbitrator appointed by AAA. If your demand for arbitration is included in the Mass Filing, your claims will remain tolled until your demand for arbitration is decided, withdrawn, or is settled.

The parties agree that this Batch Arbitration provision applies to a Mass Filing as described above. If this Batch Arbitration provision is found to be invalid, unenforceable or illegal, then claims constituting a Mass Filing shall proceed in individual arbitrations sequentially, with no more than five demands administered at a time, until all such claims are resolved, and the remainder of this Arbitration Agreement shall remain in full force and effect.

12.7 Arbitration Award

If you can demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, Tempo will pay any filing and hearing fees in excess of $250 that the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive regardless of the outcome of the arbitration, unless the arbitrator determines that your claim(s) were frivolous or asserted in bad faith, in which case arbitration fees (including attorneys’ fees) may be imposed upon you consistent with the Arbitrator’s Rules and the standard for sanctions set forth in Federal Rule of Civil Procedure 11. You are responsible for your own attorneys’ fees unless the arbitration rules and/or applicable law provide otherwise.

The parties agree that AAA can reduce the amount or modify the timing of any administrative or arbitration fees due under AAA’s Rules provided that such modification does not increase the costs to you, and you further agree that you waive any objection to such fee modification. The parties also agree that a good-faith challenge by either party to the fees imposed by AAA does not constitute a default, waiver, or breach of this Arbitration Agreement while such challenge remains pending before AAA, the arbitrator, and/or a court of competent jurisdiction, and that any and all due dates for those fees shall be tolled during the pendency of such challenge.

12.8 30-Day Right to Opt Out

You can opt-out of the Arbitration Agreement and Class Action Waiver by notifying Tempo in writing no later than thirty (30) days of your acceptance of the Terms or your first use of the Services, whichever is later. Your notice must include your name and address, and the email address associated with your relationship with Tempo, and an unequivocal statement that you want to opt out of this arbitration agreement. You must send your opt-out notice to one of the following physical or email addresses: Tempo Labs Technologies, Inc., Attn: Arbitration Opt-out, 447 Broadway 2nd Floor #1218, New York, NY 10013, USA; support@tempo.xyz. If you do not opt out, you shall be bound to arbitrate disputes in accordance with the terms of the Arbitration Agreement and Class Action Waiver. If you opt out of the Arbitration Agreement or Class Action Waiver, you or we may exercise your or our right to a trial by jury or judge, as permitted by applicable law, but any prior existing agreement to arbitrate Disputes under a prior version of this Arbitration Agreement will not apply to claims not yet filed. Tempo will continue to honor any valid opt outs if you opted out of arbitration in a prior version of the Arbitration Agreement pursuant to the requirements set forth in that version. If you opt-out of the Arbitration Agreement or Class Action Waiver, Tempo also will not be bound by them.

12.9 Changes to this Section

We will provide thirty (30) days' notice of any material changes to the Dispute Resolution Section by posting a notice on the Services, informing you via email, or otherwise complying with any applicable notice or consent requirements. Material amendments will become effective on the 30th day following notice to you and will apply to all claims not yet filed unless you follow any opt-out procedure provided in the amended Terms.

12.10 Disputes not Subject to Arbitration.

For any dispute not subject to arbitration you and Tempo agree to submit to the personal and exclusive jurisdiction of and venue in the federal and state courts located in New York, New York. You further agree to accept service of process by mail and hereby waive any and all jurisdictional and venue defenses otherwise available.

12.11 Class Action Waiver

YYOU AGREE THAT ANY DISPUTE BETWEEN YOU AND TEMPO THAT IS NOT SUBJECT TO ARBITRATION FOR ANY REASON MAY ONLY BE PURSUED BY YOU ON AN INDIVIDUAL BASIS, AND YOU MAY NOT BRING A CLAIM AS A PLAINTIFF OR A CLASS MEMBER IN A CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION.

12.12 Jury Trial Waiver

IF FOR ANY REASON A DISPUTE PROCEEDS IN COURT RATHER THAN THROUGH ARBITRATION, YOU AND TEMPO AGREE THAT THERE WILL NOT BE A JURY TRIAL. YOU AND TEMPO UNCONDITIONALLY WAIVE ANY RIGHT TO TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM IN ANY WAY ARISING OUT OF OR RELATING TO THE TERMS OR USE OF THE SERVICES.

13. Feedback

By sending us any feedback, comments, questions, or suggestions concerning Tempo or the Services (collectively, “Feedback”) you affirm (a) that you have the right to disclose the Feedback, (b) that the Feedback does not violate the rights of any other person or entity, and (c) that your Feedback does not contain the confidential or proprietary information of any third party or parties. By sending us any Feedback, you further (i) agree that we are under no obligation of confidentiality, express or implied, with respect to the Feedback, (ii) acknowledge that we may have something similar to the Feedback already under consideration or in development, (iii) grant us an irrevocable, non-exclusive, royalty-free, perpetual, worldwide license to use, modify, prepare derivative works, publish, distribute, and sublicense the Feedback, and (iv) irrevocably waive, and cause to be waived, against Tempo and its users any claims and assertions of any moral rights contained in such Feedback.

14. General

These Terms constitute the entire agreement between you and Tempo and govern your use of the Services, superseding any prior agreements between you and Tempo with respect to the Services. The failure of Tempo to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. If any provision of these Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of these Terms remain in full force and effect.

You agree that any claim or cause of action arising out of or relating to the Services or these Terms must be filed within one (1) year after the claim arose or be forever barred, except where applicable law provides a longer minimum limitations period that cannot be shortened by agreement, in which case the claim must be brought within the minimum period permitted under such law.

A printed version of these Terms and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

You may not assign these Terms without the prior written consent of Tempo, but Tempo may assign or transfer these Terms, in whole or in part, without restriction. The section titles in these Terms are for convenience only and have no legal or contractual effect. Notices to you may be made via either email or regular mail. Except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to these Terms.

Under no circumstances shall Tempo be held liable for any delay or failure in performance resulting directly or indirectly from an event beyond its reasonable control. The Services may also provide notices to you of changes to these Terms or other matters by displaying notices or links to notices generally on the Services.

15. Contact Us

If you have any comments, questions, or concerns regarding these Terms, please contact us at the address or email below. Tempo Labs Technologies, Inc. Attention: Legal Department 447 Broadway 2nd Floor #1218 New York, NY 10013 support@tempo.xyz