Carbn is a technology services provider that offers software and systems solutions to help businesses streamline payments. These Terms of Service and Privacy Policy, together with other documents expressly incorporated herein, (collectively, these "Terms") constitute a legal agreement between you and Carbn ("Carbn," "we," “our,” or “us”) and govern your use of the services and functionality provided by or on behalf of Carbn (collectively, the “Services”), including certain payment processing, data, technology and analytics, or other business services provided by or on behalf of Carbn through our website https://carbn.xyz and https://carbnconnect.com (the "Site") or our technology platform, including the Carbn Dashboard, APIs, or software development kits (the "Platform").

These Terms govern your use of the Services. By accessing or using the Services, you are agreeing to these Terms. If you do not understand or agree to these Terms, please do not use the Services.

For purposes of these Terms, “you,” “your” and “user” refers to you as the user of the Services. If you use the Services on behalf of a company or other entity then “you” includes you and that entity, and you represent and warrant that (a) you are an authorized representative of the entity with the authority to bind the entity to these Terms, and1 (b) you agree to these Terms on the entity’s behalf.

THESE TERMS CONTAIN AN ARBITRATION CLAUSE AND CLASS ACTION WAIVER. BY AGREEING TO THESE TERMS, YOU AGREE (A) TO RESOLVE ALL DISPUTES (WITH LIMITED EXCEPTION) RELATED TO CARBN’S SERVICES AND/OR PRODUCTS THROUGH BINDING INDIVIDUAL ARBITRATION, WHICH MEANS THAT YOU WAIVE ANY RIGHT TO HAVE THOSE DISPUTES DECIDED BY A JUDGE OR JURY, AND (B) TO WAIVE YOUR RIGHT TO PARTICIPATE IN CLASS ACTIONS, CLASS ARBITRATIONS,2 OR REPRESENTATIVE ACTIONS, AS SET FORTH HEREIN. YOU HAVE THE RIGHT TO OPT-OUT OF THE ARBITRATION CLAUSE AND THE CLASS ACTION WAIVER AS EXPLAINED IN THESE TERMS.

By accessing or using the Services, you understand that Carbn is not a bank, licensed money transmitter, broker/dealer, exchange, custodian, or fiduciary. The Services may provide a user interface and other tools or functionality that allow you to access certain money transmission services (“Financial Services”). However, the Financial Services are provided by one or more financial institution providers we partner with (each, a “Financial Institution Partner”), not by us. Financial Partner is more particularly described in the definition below under Clause 14. If you use any Financial Services, the applicable Financial Institution Partner (not us) custodies your funds or digital assets and provides the Financial Services requested via the Platform (such as transfers or exchanges), and such Financial Institution Partner is solely responsible for the utilization of the Carbn Services.

YOUR CONCURRENCE WITH THE TERMS SET FORTH IN THESE TERMS CONSTITUTES YOUR RECOGNITION AND ASSENT TO THESE ADDITIONAL DISCLOSURES, WHICH ARE ELABORATED THROUGHOUT THESE TERMS AND MAY BE PROVIDED UPON REQUEST. ADDITIONALLY, YOU HEREBY AGREE TO THE RECEIPT OF ALL COMMUNICATIONS FROM US AND OUR AFFILIATES EXCLUSIVELY VIA ELECTRONIC MEANS.

Carbn takes your privacy seriously. Our Privacy Policy describes how we handle your information when you use the Services. For an explanation of our privacy practices,  please visit our Privacy Policy located. 

YOU AGREE TO UTILIZE THE CARBN SERVICES IN A LEGAL MANNER, STRICTLY IN ACCORDANCE WITH ALL RELEVANT LAWS AND REGULATIONS.

1. GENERAL

1.1. Carbn and the Services.

Carbn is a technology services provider that offers Services to help businesses streamline their payments through proprietary infrastructure and user-interface technology and relationships with its Financial Institution Partners. Financial Services accessed or used via the Services are provided by Financial Institution Partners. In the case of the Services that facilitate your access to Financial Services, such services are provided by Financial Institution Partners. 

1.2. How Carbn's Services Work: The Orchestration Flow.

Carbn provides a modular API-based infrastructure layer for stablecoin-enabled/other payment instrument cross-border payments. Our orchestration platform streamlines the conversion and routing of stablecoin/any other payment instrument transactions between counterparties in various jurisdictions .

1.3 Custodial Wallets and Compliance

(a) Carbn does not act as custodian of end-users’ digital assets. Instead, Carbn programmatically creates custodial wallets on behalf of end-users via its licensed, regulated third-party custodial wallet providers, after completing applicable KYC/AML/Travel Rule compliance checks.

(b) Carbn engages multiple licensed third-party custodial wallet providers. Where regulatory obligations such as FATF Recommendation 16 (Travel Rule Protocol) or jurisdictional KYC/AML requirements apply, Carbn ensures that only compliant custodial wallet providers are used for those transactions. For jurisdictions where such obligations do not apply, Carbn may use alternative regulated custodial wallet providers that are not Travel Rule enabled.

(c) All blockchain activity (e.g., wallet creation, stablecoin off-/on-ramping, transfers to beneficiary partners) is fully abstracted from end-users; the end-users interact solely via fiat-based rails exposed through our API or dashboard.

(d) Carbn’s services should be understood as complete payment orchestration, not merely on-ramp or off-ramp functionality.

2. ACCOUNT REGISTRATION AND ELIGIBILITY

2.1. Restricted Locations

We do not offer our Services to individuals or entities located in jurisdictions subject to U.S. sanctions, embargoes, or other applicable restrictions ("Restricted Locations"). The list of Restricted Locations is subject to change at our sole discretion.

2.2. Entity Authorization

Any individual acting on behalf of a legal entity must present valid written authorization from the legal representative of such entity. This must include the representative’s explicit consent and verified contact information.

2.3. Eligibility & Verification

2.3.1. Registration Process

When applying to register for an Account, you must provide complete, accurate and up-to-date information for all required elements, including your full legal name. Providing misleading information is prohibited. You agree to furnish any additional identification or other documentation requested by Carbn for identity verification, or the detection and prevention of financial crimes like money laundering and terrorism financing, including at the request of any competent authority or as required by applicable law. This may include items such as a government photo ID, lease agreement, or utility bill to validate Account residency. You authorize Carbn to retain copies of submitted identification materials and conduct inquiries Carbn deems necessary—directly or via third party vendors—to verify your identity, protect users from fraud, or comply with applicable regulations. You understand such inquiries may involve disclosure of personal details to credit bureaus, data aggregators, or financial regulatory bodies, and that these entities may provide comprehensive response information for verification purposes. By accepting these terms and registering an account, you agree to promptly furnish any additional information we request and understand Carbn may choose in its sole discretion whether to allow you to create an Account, including if your identity cannot be verified or compliance obligations are not met. We may suspend or otherwise prevent your access to your Account or the Services until you comply with all our requests for information.

2.3.2. Enhanced Verification

In certain circumstances, Carbn may require you to submit supplemental information for the purposes of conducting additional due diligence (“Enhanced Verification”). This could include providing further details about your identity, occupation, business activities, financial history and sources of income/wealth. As part of the Enhanced Verification process, you may need to furnish documentation or undertake additional verification steps in order to validate the integrity and compliance status of your Account. The specific nature and scope of additional information or documentation required, if any, shall be determined at Carbn's sole discretion. Your prompt cooperation and submission of any materials or completion of any verification procedures reasonably requested by Carbn during Enhanced Verification review is a condition of maintaining an active Account in good standing. Carbn reserves the right to restrict or close the account if requirements are not satisfactorily met.

2.4. Access and Dashboard

2.4.1. Dashboard Console

Upon account creation, CLIENT will receive access to a dashboard for managing transactions, monitoring flow, and configuring API behavior.

2.4.2. Access Credentials

CLIENT is responsible for safeguarding all login credentials. Unauthorized use, negligence, or sharing of credentials may result in suspension or termination.

2.4.3. Team Member Management

Authorized CLIENT personnel may be added to the dashboard with role-based access control. CLIENT is responsible for all actions performed by its team.

3. CLIENT RESPONSIBILITIES

3.1. General Responsibilities

The Client shall:

(I) Be solely responsible for all activity conducted via its user account, ensuring all information provided is accurate and truthful;

(II) Acknowledge that user accounts are individual and non-transferable and must notify Carbn immediately upon discovering any unauthorized use. Carbn shall not be liable for losses arising from unauthorized use, regardless of consent;

(III) Promptly address and correct any errors or system failures when using the Platform;

(IV) Cooperate fully by providing necessary information or documentation to support the delivery of the Services;

(V) Not attempt to gain unauthorized access to the Platform's infrastructure or related systems;

(VI) Not reverse engineer, decompile, disassemble, translate, or otherwise create derivative works of the Platform’s software or APIs;

(VII) Not use Carbn’s APIs or technology to develop or operate competing products or services; and

(VIII) Not resell, sublicense, or commercially exploit access to the Platform or related data without express prior written consent from Carbn. Violations may result in immediate access suspension and liability for associated damages.

3.2. Regulatory Compliance and Security

The Client shall:

(I) Fully comply with all applicable laws, these Terms, relevant regulatory requirements, and Carbn’s technical guidelines and security policies;

(II) Upon request and within five (5) days, provide Carbn with access to its internal compliance and security documentation, including but not limited to: AML/KYC/KYB procedures, suspicious activity monitoring records, internal codes of conduct, and other relevant policies designed to ensure transactional integrity;

(III) Ensure compliance with all applicable legal and regulatory obligations related to its End-Users, including anti-money laundering (AML), counter-terrorist financing (CFT), and KYC/KYB obligations;

(IV) Promptly inform Carbn of any suspected data breaches, unauthorized activity, or changes in digital assets that may be subject to securities regulation;

(V) Implement adequate safeguards for private keys and sensitive access credentials to prevent unauthorized access or loss of digital assets;

(VI) Educate its End-Users on the importance of safeguarding personal and transaction-related information and ensure they understand their obligations when interacting with the Platform;

(VII) Not impersonate any individual, business, or legal entity; and

(VIII) Not engage in any activity that contravenes applicable local, national, or international laws or regulations.

3.3. Sanctions and Prohibited Use

The Client shall:

(I) Not use the Platform for transactions involving sanctioned jurisdictions, individuals, or entities under applicable economic or trade sanctions;

(II) Not use the Platform or Services to facilitate unlawful conduct or activities that are unethical, misleading, or in violation of applicable laws, including money laundering and terrorist financing;

(III) Ensure the Platform is used ethically, in compliance with applicable legal standards, and without facilitating illegal or exploitative activities.

3.4. End-User-Related Obligations

The Client is solely responsible for:

(I) Delivering goods and services to End-Users, providing accurate product/service information, upholding service standards, protecting End-User data under applicable privacy regulations, and meeting all obligations related to AML, KYC, anti-fraud, and regulatory compliance;

(II) Clearly communicating the role of Carbn in its service offering and ensuring an appropriate agreement exists between the Client and its End-Users;

(III) Obtaining and securely maintaining End-User consent to both the Client’s and Carbn’s terms and policies;

(IV) Promptly notifying Carbn of any End-User activity that appears suspicious, unlawful, or in violation of applicable rules;

(V) Implementing safeguards to mitigate conduct by End-Users that could harm Carbn’s operations, integrity, or reputation; and

(VI) Communicating with End-Users about transactions, system updates, and contractual changes as required for the proper use of the Platform.

3.5. Transaction Responsibilities

The Client is fully responsible for all transactions initiated by itself or its End-Users. This includes liability for any fraudulent activity, chargebacks, penalties, fines, fees, or other losses incurred by Carbn or its partners, except where such losses are solely due to Carbn’s actions or omissions.

3.6. Blockchain Risks and Suitability

CLIENT understands and accepts risks inherent to blockchain technologies, including but not limited to:

• Immutability: Transactions are final and irreversible once confirmed.

• Traceability: All transactions are publicly verifiable.

• Key Management: Loss of wallet keys or credentials may result in loss of funds.

• Forks/Network Risk: Protocol changes or forks may affect functionality or asset validity.

• Technological Risk: Advances like quantum computing or exploits could compromise blockchain security. CLIENT is responsible for providing accurate transaction data. Errors in wallet addresses or token amounts are irreversible. CLIENT must perform its own due diligence when using the platform, including any remittance partner or end-user verification. CLIENT must determine the legal and financial suitability of using the Services and is encouraged to consult legal and tax professionals.

4. CARBN’S OBLIGATIONS AND DISCLAIMERS

4.1. Carbn’s Obligations

Carbn acts as a provider of technology infrastructure only and shall:

(I) Provide access to the Platform in a secure and commercially reasonable manner, in line with agreed service levels;

(II) Regularly maintain and improve the Platform to keep pace with market standards and technology advancements;

(III) Protect Client data and information by implementing appropriate security practices in accordance with industry norms.

4.2. Service Availability

Carbn will use commercially reasonable efforts to ensure Platform availability. However, it does not guarantee:

(I) Continuous, uninterrupted access or error-free operations;

(II) Protection from third-party interference, cyberattacks, or unauthorized access;

(III) Platform continuity in the event of force majeure, natural disasters, system outages, or other unforeseen circumstances.

4.3. Disclaimer of Warranties

Your access to and use of the Services are at your own risk. You understand and agree that the Services are provided to you on an “AS IS” and “AS AVAILABLE” basis. Without limiting the foregoing, to the maximum extent permitted under applicable law, Carbn, its parents, affiliates, related companies, officers, directors, employees, agents, representatives, partners, and licensors EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. We do not warrant that the Services will be uninterrupted, error-free, or completely secure.

4.4. Third Party Platforms and Services

The Services may display, include or make available services, content, data, information, applications or materials from third parties (“Third-Party Services and Materials”) or provide links to certain third party websites. Third-Party Services and Materials include the Financial Services provided by Financial Institution Partners. Carbn does not endorse any Third-Party Services and Materials. You agree that your access and use of such Third-Party Services and Materials is governed solely by the terms and conditions of such Third-Party Services and Materials, as applicable. Carbn is not responsible or liable for, and makes no representations as to any aspect of such Third-Party Services and Materials, including, without limitation, their content or the manner in which they handle, protect, manage or process data or any interaction between you and the provider of such Third-Party Services and Materials. Carbn 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 Third-Party Services and Materials or websites. You irrevocably waive any claim against Carbn with respect to such Third-Party Services and Materials. We are not liable for any damage or loss caused or alleged to be caused by or in connection with your enablement, access or use of any such Third-Party Services and Materials, or your reliance on the privacy practices, data security processes or other policies of such Third-Party Services and Materials. Third-Party Services and Materials and links to other websites are provided solely as a convenience to you. For clarity, if you access or use the services of Third Parties such as Iron, BVNK, Bridge, Terms and Conditions and Privacy Policy of Bridge are available at https://www.bridge.xyz/legal

5. FEES, SETTLEMENT, AND RISK

5.1. Fees and Pricing

All pricing and fees (“Fees”) related to your use of Services will be disclosed to you either by us prior to your use of the Services for which a Fee is charged or by the Third Party Platform. By using the Services, you agree to pay all fees. The fees may be based on a minimum usage volume or contract commitment, as specified in the commercial proposal. If the Client fails to meet the agreed transaction volume or duration, Carbn may adjust the applicable pricing. Any fee or pricing changes will be notified in advance and reflected in an amendment to the commercial agreement. Unless otherwise agreed, blockchain transaction fees are included in the Platform fees. If not, these will be detailed in the commercial proposal.

5.2. Taxes

You are responsible for any taxes which may be applicable to your use of the Services, and it is your responsibility to collect, report and pay the correct tax to the appropriate tax authority. You understand that we may, but are not obligated to, deduct amounts required to be withheld for tax purposes. We are not responsible for determining whether taxes apply to your transaction or for collecting, reporting, withholding or remitting any taxes arising from your use of the Services.

5.3. Risk of Loss

We are not liable for delays or losses due to partner failures, market volatility, technical issues, or force majeure.

5.4. Fiat Settlement

We do not hold or custody fiat. All settlements are executed through regulated partners in their respective jurisdictions.

6. INTELLECTUAL PROPERTY

6.1. Intellectual Property Protection.

All texts, photographs, images, videos, illustrations, icons, technologies, links, and other audiovisual or audio content—including software, graphic designs, source codes, APIs, and extensions—as well as any developments or improvements made by Carbn related to its Platform, are the exclusive property of Carbn. These assets are protected by international laws and treaties. Any form of copying, reproduction, or unauthorized use is strictly prohibited, with violators subject to applicable civil and criminal penalties.

6.2. Brand Protection.

All trademarks, trade names, distinctive signs, and logos presented through any medium are the exclusive property of Carbn. The use of the Platform does not grant the CLIENT any rights to use or dispose of such elements without Carbn's prior written consent.

6.3. Prohibition of Use of IP and Brand.

The reproduction, duplication, copying, selling, resale, visiting, or exploitation of the Platform's content for commercial purposes without Carbn's prior written authorization is strictly prohibited. Specifically, the use of data mining, robots, or other data collection and extraction tools to isolate or repeatedly extract substantial portions of the Platform for reuse is forbidden. Failure to comply with this provision will subject the CLIENT to a non-compensatory fine equivalent to twenty (20) times the value of the CLIENT's contracted plan, without prejudice to claims for direct or indirect damages, including loss of profits.

6.4. Licensing.

The CLIENT acknowledges that it is not acquiring any ownership rights over the intellectual property of the Platform. Instead, it is granted a limited, revocable, non-exclusive, non-transferable, non-customizable, and non-sublicensable license to use the Platform in accordance with these Terms of Use.

6.5. Limited Use.

The CLIENT further declares awareness that the license granted only permits access to the Platform's content, features, and modules, provided that all conditions set forth in these Terms of Use—and, if applicable, any specific agreement signed with Carbn—are fully observed.

7. CONFIDENTIALITY

7.1. Confidential Information.

The CLIENT and Carbn agree to maintain the confidentiality of all non-public, technical, financial, or business information disclosed by one party (“Disclosing Party”) to the other (“Receiving Party”) in connection with the use of the Platform.

7.2. Exclusions.

Confidential Information does not include information that:

(I) Is or becomes publicly known without breach of this clause;

(II) Was known by the Receiving Party before disclosure;

(III) Is disclosed by a third party lawfully and without confidentiality obligations;

(IV) Is independently developed by the Receiving Party.

7.3. Obligations.

The Receiving Party shall:

(I) Use Confidential Information only to fulfill its obligations under these Terms;

(II) Disclose it only to personnel or advisors who need access and are bound by confidentiality obligations;

(III) Take reasonable measures to protect such information.

7.4. Legal Disclosure.

If the Receiving Party is required by law, regulation, or court order to disclose Confidential Information, it must provide prompt notice to the Disclosing Party and cooperate in seeking protective measures.

8. PROCESSING OF PERSONAL DATA AND DATA STORAGE

8.1. Privacy Policy.

The processing of End Users’ personal data—including its collection, use, storage, and protection—shall be carried out in accordance with Carbn’s Privacy Policy, available on its official website.

8.2. Use of Cloud Computing Services.

The Client acknowledges that Carbn may utilize third-party infrastructure providers (such as cloud service platforms) to deliver its services. The Client further understands that services offered through such third parties are subject to the terms and limitations of those providers. Carbn will use commercially reasonable efforts to ensure that all data shared with or through such providers is protected in accordance with applicable privacy and data protection laws.

8.3. International Data Transfers.

Where personal data is stored or transferred outside of the Client’s or End Users’ jurisdictions, Carbn shall ensure that such transfers are conducted in a lawful, secure, and transparent manner, respecting all applicable data protection principles, cross-border transfer requirements, and individual rights.

9. LIMITATION OF LIABILITY AND INDEMNIFICATION

9.1. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL CARBN, ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, REVENUE, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICES OR ANY MATERIALS OR CONTENT OF THE SERVICES.

9.2. Aggregate Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CARBN'S TOTAL CUMULATIVE LIABILITY FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE SERVICES, WHETHER IN CONTRACT, TORT, OR OTHERWISE, WILL NOT EXCEED THE TOTAL FEES PAID BY CLIENT TO CARBN IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

9.3. Indemnification

You agree to indemnify, defend, and hold harmless Carbn and its affiliates, officers, directors, employees, agents, and licensors from and against any and all claims, liabilities, damages, losses, costs, expenses, and fees (including reasonable attorneys' fees and court costs) that arise directly or indirectly from or relate to:

• Your access to or use of the Services;

• Your breach of these Terms, any applicable law, or any agreement with a third party;

• Any activity or conduct by your End-Users related to the Services;

• Any gross negligence or willful misconduct by you or your representatives; or

• Any content, data, or information you submit, post, or transmit through the Services.

This indemnification obligation will survive the termination of these Terms and your use of the Services.

10. GOVERNING LAW AND DISPUTE RESOLUTION

10.1. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law principles.

10.4. Informal Resolution

The parties agree to attempt to resolve any dispute, claim, or controversy arising out of or relating to these Terms through good faith negotiations for at least thirty (30) days before initiating any formal legal action.

11. TERMINATION

11.1. Right to Suspend or Terminate

We may suspend or terminate your access in the event of breach, suspected misuse, non-compliance with applicable laws, or at our sole discretion with prior notice.

11.2. Post-Termination Obligations

Outstanding obligations, such as pending transactions or unpaid fees, shall survive termination.

12. MISCELLANEOUS PROVISIONS

12.1. Amendments.

Carbn reserves the right to amend these Terms at any time due to changes in regulatory, technical, or operational circumstances. These include developments in the regulation of data protection, intellectual property, taxation, digital assets, or blockchain-related technologies.

12.2. Severability.

If any provision of these Terms is found to be invalid or unenforceable, it will be interpreted in a manner that most closely reflects the original intent and complies with applicable law. All remaining provisions shall remain in full force and effect.

12.3. Reservation of Rights and Liability Exclusions.

Failure by Carbn to enforce any provision of these Terms shall not constitute a waiver of its rights. Carbn reserves the right to enforce its rights within applicable legal timeframes. Any exclusions of liability shall apply in cases of force majeure or events outside Carbn’s reasonable control.

13. UPDATES AND CONTACT

13.1. Updates.

These Terms of Use may be updated without prior notice, unless otherwise required by law. Updates will take effect upon publication. The Client will be notified of changes via email and/or dashboard notification. Continued use of the Platform after notification constitutes acceptance of the revised Terms.

13.2. How to Contact Us

You may contact us regarding the Services or these Terms at: 16192, Coastal Highway, Lewes, DE 19958 or by email at support@carbn.xyz

13.4. Official Support Channels

Technical support will be provided remotely and is limited to issues directly related to the Platform’s services. Support hours, response timelines, and service levels will be outlined in the applicable Service Level Agreement (SLA) or commercial proposal, if available. Carbn’s support services are provided exclusively to Clients. Support for End Users is the sole responsibility of the Client, unless expressly agreed otherwise in writing.

14. DEFINITIONS

For the purpose of interpreting these Terms of Use, the following definitions apply (regardless of capitalization or formatting):

• APIs (Application Programming Interfaces): Interfaces that allow software systems to communicate and interact with one another, enabling access to data or features across platforms.

• Blockchain: A decentralized and immutable ledger system used to record transactions across a network, offering transparency and resistance to tampering.

• Client: A legal entity that has entered into an agreement with Carbn to access and use its services.

• Custody: The act of safeguarding digital assets or the private keys that control them. Under these Terms, custody remains the responsibility of the Client or End User.

• Digital Assets: Digital representations of value, rights, or utility that can be transferred or traded electronically, including but not limited to cryptocurrencies and tokens recorded on distributed ledger technologies.

• Digital Wallet / Wallet: Software used to securely store and manage digital assets, typically accessed via cryptographic credentials.

• End User: An individual who accesses the Platform's services through the Client, for personal or business purposes, without holding a direct contractual relationship with Carbn.

• Financial Institution Partners: Refers to the various regulated financial entities and specialized service providers with whom Carbn collaborates to deliver its Services, including but not limited to: 

  • On-ramping Process Providers: Entities facilitating the initial conversion of fiat to stablecoin, including KYC/KYB/AML compliance providers, and fiat on-ramp providers (e.g., banks, licensed money transmitters, regulated payment processors).

  • Liquidity Providers: Entities supplying stablecoins for transactions, such as Circle (USDC issuer and platform), ZeroHash, Bridge, cryptocurrency exchanges, and market makers.

  • On-chain Wallet Handling Providers: Third-party service providers involved in the security, delegated access, and operations of on-chain wallets/

  • Off-ramping Rail Selection & Settlement Providers: Financial institutions and payment partners that facilitate the final fiat settlement via various real-time payment rails.

• Financial Services: Certain money transmission, using stablecoins provided by our Financial Institution Partners.

• Platform Account: An account issued to a legally registered business entity upon acceptance of a commercial agreement. Access and usage are limited to authorized representatives for commercial purposes.

• Prohibited Person: Any person or entity that is: (a) the subject of any economic or trade sanctions administered or enforced by any governmental authority, including being designated on any list of prohibited or restricted parties by any governmental authority, such as the U.S. Treasury Department’s list of Specially Designated Nationals, the U.S. Department of Commerce Denied Persons List Entity List, the E.U. Consolidated List of persons and the U.K. Consolidated List of Financial Sanctions Targets; (b) located, a resident of or organized in any jurisdiction or territory that is the subject of comprehensive country-wide or regional economic sanctions or has been designated as “terrorist supporting” by the United Nations or the governmental authority of the European Union, United Kingdom United States, any country in which you reside.

• Restricted Locations: Jurisdictions where Carbn’s services are not available due to regulatory restrictions or internal policies. This list may be updated from time to time.

• Services: All technology, tools, and solutions made available by Carbn under the applicable commercial terms.

• Site: The official Carbn website, www.carbn.xyz. 

• Third-Party Services and Materials: Services, content, data, information, applications or materials from third parties or links to certain third-party websites that may be displayed, included, or made available by the Services.

• Transaction: Any operation recorded on a blockchain, including but not limited to transfers, asset creation, or smart contract execution.