ABOUT THIS SCHEDULE. These VADR™ Service Terms (these “Service Terms”) are a service schedule to, and form part of, the Vaulnox Customer Service Agreement (the “CSA”) between you and Vaulnox International, LLC (together with its affiliates, including Vaulnox USA, LLC, “Vaulnox,” “we,” or “us”). They apply only if and when you engage us to provide the VADR™ service, and only for so long as we continue to provide that service to you. Capitalized terms used but not defined here have the meanings given in the CSA. Except as expressly modified by these Service Terms for the VADR™ service, all terms of the CSA — including its provisions on the non-custodial, ministerial nature of our role, governing law (Republic of the Marshall Islands), arbitration (HKIAC, seat Hong Kong), disclaimers, limitation of liability, and indemnification — apply to these Service Terms and are incorporated by reference. In the event of a conflict between the CSA and these Service Terms with respect to the VADR™ service, these Service Terms control.
01The VADR Service
1.1 What it is. VADR™ — the Vaulnox Agent-Directed Rail (the “VADR Service” or “VADR”) — is a SENTINEL configuration, provided at our Elite service level, through which you may authorize an automated software agent of your choosing (an “Agent”) to submit trade instructions on your behalf, strictly within a set of limits you define (the “Envelope”). SENTINEL refuses any instruction that falls outside the Envelope.
1.2 The Envelope is the whole of the authority. The Envelope specifies the assets and networks the Agent may trade, and caps its activity — including a maximum value per trade, a maximum number of trades per day, a maximum aggregate value per day, a maximum network-fee (gas) spend per day, and a maximum tolerated price slippage. An instruction outside the Envelope is refused at the rail and never reaches your Vault. Only one trade may be in flight at a time. The Agent has no authority of any kind beyond the Envelope.
1.3 The Agent credential. When you engage VADR, SENTINEL issues a credential to your Agent. That credential is not a key share and cannot move Digital Assets on its own; it permits the Agent only to submit instructions that SENTINEL will then test against the Envelope. It is stored by us only in hashed form and is displayed to you once, at issuance. You are responsible for delivering it to your Agent securely and for keeping it confidential.
1.4 You configure; you may always stop. You alone create, widen, narrow, freeze, resume, and revoke the Envelope, through the wallet or client interface. Widening the Envelope — raising any cap, or adding an asset or network — requires your own cryptographic authorization and causes a new Agent credential to be issued, retiring the old one, so that a credential which has escaped your control can never inherit wider authority. Narrowing, freezing, and revoking require no such ceremony and take effect immediately: the brake is always available to you at no cost and without delay. The choice between a fixed list of permitted assets and an open list is fixed when the Envelope is created; changing it requires revoking the Envelope and creating a new one.
02Nature of the Agent; Your Responsibility for It
2.1 Your Agent, not ours. The Agent is yours. Vaulnox does not supply, select, recommend, endorse, review, monitor, supervise, control, or take responsibility for any Agent, its developer, its operator, its model, its strategy, or its conduct, and no Agent acts as our agent, employee, or representative. You choose the Agent, you configure it, and you bear the consequences of what it does within the Envelope you set for it.
2.2 Instruction right only. An Agent holds only the ability to submit instructions that meet your configured conditions. An Agent has no legal or beneficial title to, ownership of, or interest in your Vault or Digital Assets; holds no key share that can move Digital Assets on its own; and has no right to redirect a transfer, to move assets to any destination you have not permitted, to widen its own Envelope, or to lift a freeze. You remain at all times the sole owner of your Vault and Digital Assets, and retain sole legal and beneficial title to them.
2.3 Credential security. You are responsible for safeguarding the Agent credential and for all instructions submitted with it, whether or not authorized by you in fact. If you believe the credential has been compromised, you should freeze or revoke the Envelope immediately — both are available to you at once and without charge. We may also freeze or revoke an Envelope where we reasonably suspect compromise, abuse, or a threat to the integrity of the platform.
03Trading Risk; Allocation of Loss
3.1 Market risk is yours. A trade executed within the Envelope is a trade you authorized, through the limits you configured, and its outcome is yours. Digital Asset prices are volatile and may move sharply against you. You may lose value — including a substantial portion or all of the value traded — as a result of trades your Agent submits inside the Envelope. Vaulnox is not responsible for, and does not compensate you for, trading losses, foregone gains, or adverse price movement, whether the Agent performed as you intended or not.
3.2 Execution, venue, and slippage. Trades are executed against third-party venues and liquidity providers. Prices, spreads, available liquidity, and execution timing are determined by those third parties and by network conditions, not by Vaulnox. Execution within the slippage tolerance you configured is correct performance of the service, not a failure of it, even where the realized price is materially worse than the price your Agent expected. A trade may also fail, revert, or be delayed for reasons outside our control, and network (gas) fees may be incurred on a trade that does not complete.
3.3 Frequency and cumulative effect. An Agent may trade far more often than you would. Costs, spreads, gas, and adverse selection accumulate. Setting the Envelope’s caps at levels appropriate to your circumstances is your responsibility, and the caps are maximums we will enforce — not a recommendation, a target, or an indication that trading at those levels is suitable for you.
3.4 Settled trades are final. A trade that has cleared is irreversible by Vaulnox. Freezing or revoking an Envelope stops further instructions; it does not unwind, reverse, or recall a trade that has already settled, and it cannot restore value already lost.
3.5 Enforcement is of your limits, not of your judgment. SENTINEL enforces the Envelope automatically and exactly. It does not assess whether a permitted trade is wise, well-timed, suitable, or in your interest, and it will not refuse an instruction merely because the trade appears disadvantageous. Vaulnox exercises no discretion over whether any permitted trade should occur.
04No Advice; No Discretionary Management
4.1 We give no advice. Consistent with the CSA, Vaulnox does not provide financial, investment, tax, or legal advice, makes no recommendation as to any Digital Asset, transaction, strategy, or Agent, and expresses no view on the suitability of VADR or of any trade for you. Nothing in the VADR Service, its defaults, its templates, or its interface is a recommendation or a solicitation.
4.2 Any default is a starting point, not advice. Where the interface presents suggested limits for convenience, they are illustrative technical defaults only. They are not calibrated to your circumstances, risk tolerance, or objectives, and adopting them is your decision.
4.3 No discretionary account; no advisory relationship. Vaulnox does not manage your Digital Assets, exercises no investment discretion, and holds no trading authority over your Vault. VADR does not create an advisory, brokerage, dealer, portfolio-management, or fiduciary relationship between you and Vaulnox. The discretion in the arrangement is your Agent’s, exercised within limits you alone set.
05No Custody; No Fiduciary Duty; No Third-Party Claim
5.1 Ministerial, non-custodial role. Consistent with the CSA, Vaulnox acts solely in a non-custodial, ministerial capacity in operating VADR, does not take custody of or control over your Digital Assets, and exercises no discretion over which permitted trades occur. Balances remain Assets Under Self-Custody (AUSC).
5.2 Availability. The rail depends on third-party venues, networks, and infrastructure and may be unavailable, degraded, or delayed. We do not warrant that any instruction will be executed, executed at a particular price, or executed within any particular time, and we are not liable for loss arising from unavailability, delay, or a refused instruction.
5.3 No third-party beneficiaries. No Agent, and no developer, operator, or supplier of an Agent, is a third-party beneficiary of these Service Terms, and no such person shall have any claim, right, or cause of action against Vaulnox arising out of or relating to VADR, any instruction, any refusal, or any freeze, except as expressly and separately agreed in writing by Vaulnox.
06Fees; Term; Discontinuation
6.1 Fees. The VADR Service is provided at our paid service levels as set out in the Fee Schedule (Elite service level). The recurring Service Fee for the applicable service level is payable under the CSA and the Fee Schedule. No separate per-service fee is charged.
6.2 Effect of discontinuation or change of level. If we cease providing Services to you at a service level that includes the VADR Service, or if you change to a service level at which the VADR Service is not provided, the VADR Service (or a portion of it, such as capacity above a lower level’s limit) may be suspended or discontinued. You are responsible for maintaining an appropriate service level if you wish the VADR Service to remain in effect.
07General
7.1 These Service Terms supplement and are governed by the CSA, including its provisions on governing law (Republic of the Marshall Islands), arbitration (HKIAC, seat Hong Kong, individual basis only), disclaimers of warranties, limitation of liability, indemnification, and force majeure, all of which apply to the VADR Service and are incorporated by reference.
7.2 By directing us to provide the VADR Service, you acknowledge that you have read and understood these Service Terms, that VADR permits an automated agent you choose to trade within limits you set, that trading losses arising from trades within those limits are yours, and that Vaulnox provides no advice and exercises no investment discretion, and that you agree to be bound by these Service Terms and the CSA.