LockPad Terms of Service

Last updated: [Effective Date] · Version 0.5 (draft of October 5, 2026)

PLEASE READ THESE TERMS CAREFULLY. SECTION 22 CONTAINS A BINDING ARBITRATION AGREEMENT AND A CLASS ACTION WAIVER THAT AFFECT YOUR LEGAL RIGHTS. YOU MAY OPT OUT OF ARBITRATION AS DESCRIBED IN SECTION 22.8.

1. Who we are and what these Terms cover

1.1 These Terms of Service ("Terms") are a binding agreement between you and [LockPad Entity Name], a [State] [entity type] with its principal address at [Address] ("LockPad," "we," "us," or "our"). They govern your access to and use of the website at officiallockpad.com and its subdomains, the LockPad launch interface, the public proof pages, the Locky chatbot, the waitlist, our social channels (including X at @OfficialLockPad), and any related software, content and services we make available (together, the "Services").

1.2 The following documents are part of these Terms and are incorporated by reference: the Creator Launch Agreement (for anyone who submits a coin to be launched), the Acceptable Use Policy, the Risk Disclosure Statement, the Fee Schedule and Disclosures, the Privacy Policy and the Cookie Policy. If a document conflicts with these Terms, these Terms control, except that the Creator Launch Agreement controls on matters specific to a launch.

1.3 By accessing or using the Services, connecting a wallet, joining the waitlist, using Locky, or paying a launch fee, you agree to these Terms. If you do not agree, do not use the Services.

2. What LockPad is, in plain words

2.1 LockPad is a launch service. A person (a "Creator") submits the idea for a memecoin, meaning its name, ticker, image (art) and description (the "Coin Content"), and LockPad deploys the coin on a supported public blockchain under a fixed, pre-set launch configuration. LockPad is the deployer of record, the "dev," of every coin launched through the Services. The Creator is not the coin's deployer or developer: the Creator supplies the Coin Content and, in return, earns the Creator fee share (Section 9.2) at the Creator's Payout Address (Section 9.7). Supported chains at launch are Solana, followed by Base/Ethereum, BNB Chain and Robinhood Chain, as and when each is made available on the website. We may add or remove chains at any time.

2.2 The launch flow works as follows:

(a) The Creator enters the Coin Content on the website, selects a chain, enters a Payout Address for that chain (required), connects a self-custodied wallet and pays a non-refundable Platform Launch Fee in that chain's native coin. On Solana the payment is sent to a LockPad checkout wallet. On EVM chains (Base/Ethereum, BNB Chain, Robinhood Chain) the payment is sent to a LockPad checkout wallet on that chain.

(b) After the payment is confirmed on-chain, a LockPad-controlled launcher wallet automatically deploys the coin in a single transaction, with LockPad as the deployer of record. That transaction (i) revokes mint authority and freeze authority (or the equivalent on the relevant chain), (ii) fixes the coin's name and ticker permanently (the description, logo, banner and links remain editable by the launching wallet through LockPad, with a public edit history), (iii) permanently locks the launch liquidity through the lock mechanisms of Meteora (Solana) or LockPad's Uniswap v4 hook (EVM chains: Base, Ethereum, BNB Chain and Robinhood Chain), as applicable, and (iv) fixes the trading-fee split described in Section 9 and the Fee Schedule.

(c) After launch, LockPad, as deployer, and its launcher wallet hold zero (0) tokens of the coin and have no mint, freeze, metadata, liquidity or fee-configuration authority over it: those are revoked or permanently locked in the launch transaction. Being the deployer of record gives LockPad no ongoing power over the coin. The Creator receives no first buy and no token allocation.

(d) If a launch fails, the payment is refunded automatically to the wallet that paid it, as described in Section 9.4.

(e) Temporary anti-sniper protections and temporary maximum-wallet limits apply at launch, as described in Section 10.

(f) Each launched coin gets a public, on-chain-verifiable proof page on the website.

2.3 LockPad does not operate an exchange, broker or dealer service, match or execute your trades, set or support prices, provide liquidity of its own, act as an investment adviser, or hold any coin launched through the Services. Trades in LockPad-launched coins happen on third-party protocols (for example Meteora or Uniswap), directly between users and smart contracts.

2.4 Roles, in short.

3. Eligibility and restricted jurisdictions

3.1 Age. You must be at least 18 years old (or the age of legal majority where you live, if higher) and have full legal capacity to enter into these Terms.

3.2 Sanctions. You may not use the Services if you are (a) located in, organized in, or ordinarily resident in any country or region subject to comprehensive sanctions by the United States, including, as of the date of these Terms, Cuba, Iran, North Korea, Syria, and the Crimea, so-called Donetsk People's Republic and so-called Luhansk People's Republic regions of Ukraine [lawyer to confirm current list]; (b) listed on, or owned or controlled by a person listed on, any U.S. sanctions list (including the OFAC Specially Designated Nationals and Blocked Persons List), the United Nations, European Union or United Kingdom sanctions lists, or any similar list; or (c) acting on behalf of any such person. You may not use a wallet that is associated with any such person or that has received funds from sanctioned addresses or mixers designated by OFAC.

3.3 Restricted Jurisdictions. You may not use [all of / the launch features of] the Services if you are located in, or a resident or citizen of, any of the following ("Restricted Jurisdictions"):

• [LAWYER TO DECIDE: United States of America (all or specified states), or no U.S. restriction]

• [LAWYER TO DECIDE: United Kingdom (cryptoasset financial promotions regime)]

• [LAWYER TO DECIDE: Canada / Ontario]

• [LAWYER TO DECIDE: European Union / EEA member states (MiCA)]

• [LAWYER TO DECIDE: China, Singapore, other jurisdictions]

• Any jurisdiction where use of the Services would be unlawful.

3.4 Geoblocking and no circumvention. We may use IP-based geoblocking, wallet screening and other tools to restrict access. You must not use a VPN, proxy or other method to circumvent these restrictions or to disguise your location. If you do, you are in breach of these Terms and you bear all consequences. We may block, refuse or terminate access at any time if we reasonably believe you are ineligible.

3.5 Your representation. Each time you use the Services you represent and warrant that you meet these eligibility requirements, that you are not in a Restricted Jurisdiction, and that your use complies with all laws that apply to you.

4. Non-custodial nature of the Services, and its limits

4.1 We never hold your wallet, keys or coins. The Services are non-custodial. You connect your own self-custodied wallet. We never have access to your private keys or seed phrase, we never ask for them, and we cannot move assets out of your wallet. Nobody from LockPad will ever ask for your seed phrase or private key. Anyone who does is a scammer.

4.2 Limits of non-custody — the launch fee. To be precise about what we do hold:

(a) On Solana, the Platform Launch Fee you pay is sent to a LockPad checkout wallet that we control. From the moment it is confirmed, that amount is LockPad's fee for the launch service, subject only to the automatic refund if the launch fails (Section 9.4).

(b) On EVM chains, the Platform Launch Fee is likewise sent to a LockPad checkout wallet that we control. From the moment it is confirmed, that amount is LockPad's fee for the launch service, subject to the automatic refund if the launch fails (Section 9.4).

(c) Our launcher wallet signs and pays network fees for the launch transaction. It does not hold launched coins after the launch and has no ongoing control over them.

4.3 Fee recipient wallets. After launch, trading fees flow under the frozen fee configuration to the wallets fixed at launch, including LockPad's platform fee wallet and the buyback wallets described in the Fee Schedule. LockPad controls its own platform fee wallet and the buyback wallets; it does not control the Creator's wallet or any trader's wallet.

4.4 No account recovery. Because the Services are non-custodial, we cannot reverse, cancel, or recover any blockchain transaction, recover lost keys, restore access to a wallet, or redirect fees sent to a wallet you specified.

5. Your wallet, keys and transactions

5.1 You are solely responsible for the security of your wallet, devices, private keys and seed phrases, for every transaction signed with your wallet, and for confirming every transaction detail (chain, amount, recipient, token parameters) before you sign.

5.2 Blockchain transactions are final and irreversible. Network fees ("gas") are paid to validators, not to us, and are non-refundable.

5.3 Wallet software (for example Phantom, Solflare, MetaMask, Coinbase Wallet, WalletConnect-compatible wallets) is provided by third parties under their own terms. We are not responsible for wallet software or its failures.

5.4 You must only use a wallet that you own or are authorized to use.

6. No investment advice; no guarantee of value or returns

6.1 Nothing on the Services is investment, financial, legal, tax or other professional advice, or a recommendation, solicitation or offer to buy, sell or hold any digital asset. This includes the website, proof pages, Locky, our social media posts, and anything said by our team.

6.2 We make no promise or guarantee of any value, price, liquidity, trading volume, return, profit or fee income for any coin launched through the Services, for the $LOCKY token, or for the $LOCKPAD token. You should not use the Services, buy any coin, or launch any coin with an expectation of profit from the efforts of LockPad or anyone else.

6.3 "No-rug," "locked liquidity," "revoked authorities" and similar statements describe specific technical properties of the launch configuration. They do not mean that a coin is safe, that it will keep any value, or that you cannot lose money. A coin can go to zero without any rug pull (see the Risk Disclosure Statement).

6.4 $LOCKY and $LOCKPAD. As of the date of these Terms, the $LOCKY token and the $LOCKPAD token do not exist. LockPad currently plans to create both tokens itself and launch them together, after a few days of announcements on our social channels, but plans can change and either token may launch later than planned or never. If launched, each will be launched through LockPad under the same no-rug launch rules as every other LockPad coin (permanently locked liquidity, revoked mint and freeze authorities, a fixed name and ticker, and a launcher wallet that keeps zero tokens), and there will be no team, founder or insider allocation of either token: LockPad, its founder Michael Maloney, and LockPad's team members, contractors and other insiders will receive no tokens from the launch. Because LockPad creates these tokens, their trading fees go to LockPad under the split on the Fee Schedule (80% buyback-and-burn of the same token and 20% platform fee). Nothing in these Terms, the Fee Schedule, our announcements or anywhere on the Services is an offer or sale of either token, a promise that either will be launched, or a statement about their future value. Buyback-and-burn activity (Section 9) is a fee-routing mechanism, not a promise of price support, dividends, profit-sharing or any return to holders. [LAWYER: see review notes on securities/commodities analysis and pre-launch announcements before any public statement about these tokens.]

7. Memecoin risks

7.1 Memecoins are highly speculative, usually have no intrinsic value, utility or issuer obligations, and can lose all their value within minutes. You could lose 100% of what you spend. Please read the Risk Disclosure Statement before using the Services. By using the Services you confirm you have read and understand it and accept those risks.

8. Creators: obligations and responsibility for content

8.1 If you submit a coin to be launched (as a Creator), you also agree to the Creator Launch Agreement presented at checkout.

8.2 The two things that get a coin delisted. You must not, for any coin launched from your submission:

(a) Phishing: put, or allow, any link in the coin's description, website, social links or other content shown on LockPad that leads to a wallet drainer, a fake airdrop or claim page, or any other site built to trick people into signing transactions or giving up keys or funds; or

(b) Fake volume or fake holders: use, or arrange for others to use, wash trading, self-trading, bot wallets or sybil wallets that you (or people acting with you) control or fund, to fake trading volume or the number of holders.

These are the only grounds on which LockPad delists a coin. The process is in Section 12 (Delisting Policy).

8.3 You are responsible for everything else about your coin. LockPad deploys your coin, but the Coin Content is yours. You are solely and legally responsible for the Coin Content you submit and any links and promotion you or people acting with you carry out, including making sure it does not infringe anyone's rights, impersonate anyone, mislead buyers, present the coin as an investment, or break any law. LockPad does not review, approve or endorse coins, and deploying a coin is not an endorsement of it or of its Coin Content. [LAWYER: see review notes §A on how LockPad's role as deployer of record affects content liability.] Breaking these responsibilities is not, by itself, a ground for delisting (Section 12.3), but you remain liable for it, including under your indemnity (Section 19), and we may cooperate with rights holders and authorities as described in the Privacy Policy.

9. Fees

9.1 Platform Launch Fee. Each launch requires payment of a Platform Launch Fee equal to the launch cost + US$2: (a) the "Network / launch cost", which is LockPad's live estimate of the gas, priority fees, rent, pool setup and metadata costs its launcher pays for your launch on the selected chain, plus a safety buffer (currently 20%), and (b) a flat LockPad fee of US$2. Both lines and the total are shown before you pay. The total is paid in the selected chain's native coin (SOL on Solana, BNB on BNB Chain, and ETH on Base, Ethereum and Robinhood Chain) at a live quote that is locked at checkout for 5 minutes and re-quoted after that. The fee covers all of LockPad's launch transaction and setup costs; LockPad will not charge you more if those costs rise after you pay. There are no free launches. The fee is payment for the launch service and is non-refundable, except for failed launches under Section 9.4, which are refunded in the same native coin and amount paid. The network fee for your own payment transaction is separate. Details are in the Fee Schedule.

9.2 Trading fees, frozen at launch. Trades in a LockPad-launched coin on the relevant protocol incur a trading fee at the rate shown on the Fee Schedule (currently 1.5% of every buy and every sell, the same for every LockPad coin, including $LOCKY and $LOCKPAD). Under the configuration fixed in the launch transaction, the trading fees available for distribution under that configuration are split as follows for every regular coin LockPad deploys from a Creator's idea (on Solana, that is the 1.2% of trade value left after Meteora's 20% share, so the Creator's 75% is about 0.9% of every trade; on Base, Ethereum, BNB Chain and Robinhood Chain, LockPad's hook collects the full 1.5% with no protocol share, so the Creator's 75% is 1.125% of every trade). Reward coins (paired with any token CA that passes LockPad's automated checks; tokenized-stock rewards switch on after legal review) use the reward-coin split in the Fee Schedule (Section 3.5) instead: 25% to the Creator (about 0.3% of every trade on Solana, 0.375% on EVM chains) and 50% to holders. The regular-coin split is:

LockPad's own tokens, $LOCKY and $LOCKPAD (if launched), have no outside Creator, so their trading fees go to LockPad under a different split, also frozen at launch: $LOCKY: 80% to buyback-and-burn of $LOCKY and 20% platform fee to LockPad for future marketing and projects; $LOCKPAD: 80% to buyback-and-burn of $LOCKPAD and 20% platform fee paid to LockPad. The Fee Schedule shows a worked example for each split.

9.3 Important fee disclosures.

(a) The 10% platform fee is paid to LockPad. It funds updates and upgrades to the LockPad website, and any remainder is LockPad's income. It is not burned, not held for users, not distributed to token holders, and not a charitable or community fund. The same applies to the 20% platform fee on $LOCKY and $LOCKPAD trading fees.

(b) Meteora's share on Solana. On Solana, Meteora takes 20% of the trading fees, on the bonding curve and after graduation to its Meteora DAMM v2 pool, before the split in Section 9.2 is applied, so the split applies to the remaining 80% (1.2% of trade value). In plain numbers: Traders pay 1.5%. On Solana, the pool protocol (Meteora) keeps 20% of that, and on regular coins the remaining 1.2% is split 75% creator / 5% $LOCKY burn / 10% $LOCKPAD burn / 10% platform, so creators earn about 0.9% of every trade. On Base, Ethereum, BNB Chain and Robinhood Chain, LockPad's own pool hook collects the full 1.5% with no protocol cut, so the same split gives regular-coin creators 1.125% of every trade. On reward coins the Creator receives 25% instead (about 0.3% of every trade on Solana, 0.375% on EVM chains), because 50% goes to holders. The Fee Schedule includes worked examples.

(c) Frozen means frozen. Once a coin is launched, neither LockPad nor the Creator can change the split, the recipient wallets or the fee rate. This is also true if a coin is delisted from our website.

(d) Buybacks before $LOCKY and $LOCKPAD exist. Until each token exists, the buyback portion for that token accrues to a disclosed buyback wallet (a single-signer wallet controlled by one LockPad key, listed in the wallet registry) and will be used only for buyback-and-burn of that token once it exists, as described on the Fee Schedule. [LAWYER TO CONFIRM fallback if the token is never launched.]

(e) Delisted coins. LockPad keeps the 10% platform fee from a delisted coin, the same as from any other coin. The $LOCKY and $LOCKPAD buyback shares also keep flowing to buyback-and-burn. How Creator fee payouts are handled after delisting is set out in Section 12.6 and the Fee Schedule.

9.4 Failed launches. A launch "fails" if the launch transaction is not successfully confirmed on-chain after your payment is confirmed (for example, because the transaction reverts or expires), or if launch costs stay above the cost locked in your quote for longer than the window in Section 9.8. If a launch fails, the system automatically refunds the Platform Launch Fee you paid to the wallet that paid it, in the same native coin, normally within [X hours]. Network fees you paid to submit your payment are not refunded. Refunds are only sent to the paying wallet; we cannot send them anywhere else. If an automatic refund does not arrive within [X hours], contact us at Mike@officiallockpad.com with the transaction hash. A launch that succeeds is not a failed launch, regardless of how the coin trades afterward.

9.5 Taxes. You are responsible for all taxes on your activity, including any taxes on fees you receive as a Creator. LockPad may ask Creators for tax information (for example, IRS Form W-9 or W-8) if required by law [LAWYER TO CONFIRM; see review notes §A].

9.6 Fee changes. We may change the Platform Launch Fee and the fee terms for future launches at any time by updating the Fee Schedule. Changes never affect coins already launched.

9.7 Payout Address. Checkout requires the Creator to enter a Payout Address for the coin's chain (a Solana address for a Solana coin; an EVM address for a BNB Chain, Ethereum, Base or Robinhood Chain coin). The Creator is solely responsible for its accuracy. The Payout Address is written into the launch configuration and cannot be changed after launch by the Creator or LockPad. Do not use an exchange deposit address or any address that cannot receive the coin's fee asset on that chain. Fees sent to a wrong, mistyped, unsupported or inaccessible address cannot be recovered or redirected. We may screen Payout Addresses against sanctions lists before launch and refuse to launch to a sanctioned or high-risk address [LAWYER TO CONFIRM screening approach].

9.8 Paused chains and rising costs. LockPad aims to launch your coin within about 2 minutes of your payment confirming. If launch costs rise above the cost locked in your quote after you pay, you are never charged more: LockPad absorbs small increases and launches right away; if the increase is large (currently, a loss to LockPad of US$5 or more on the launch), LockPad retries frequently for up to 5 minutes after your payment confirmed, and if your coin still can't be launched, the launch is treated as failed and refunded in full under Section 9.4. We may pause new launches on a chain in extreme network-cost conditions, and we may also pause a chain if the chain or a launch protocol is down or unsafe. Pausing a chain affects only new launches; it never affects coins already launched. If a paid launch can't go through, it is refunded automatically under Section 9.4.

10. Anti-sniper protections and max-wallet limits

10.1 To reduce bot sniping at launch, coins are launched with temporary anti-sniper protections and temporary maximum-wallet limits, with the parameters shown on the Fee Schedule and the coin's proof page [TEAM TO SPECIFY: e.g., duration, limits, mechanism per chain]. These protections are automated, temporary, and set in the launch configuration; LockPad cannot adjust them for an individual coin after launch.

10.2 These protections reduce, but do not eliminate, sniping, bot activity or concentration of holdings. We do not guarantee any distribution of holders.

11. Proof pages

11.1 Each launched coin has a public proof page that displays on-chain facts about its launch (for example, the launch transaction, authority status, lock status, fee configuration and recipient wallets) with links to public blockchain explorers. Proof pages are informational. The blockchain itself is the authoritative record; if a proof page and the blockchain differ, the blockchain controls. Proof pages are not an endorsement or a safety rating.

12. Delisting Policy

12.1 What delisting means. "Delisting" means removing a coin from LockPad's own website and interfaces: Explore, search, filters, trending and new-launch lists, the home page, charts and trade links on LockPad, and LockPad's social channels. A delisted coin's page is replaced by a delisting notice (Section 12.5).

12.2 The only two grounds for delisting. LockPad will delist a coin only if one or both of the following is shown by the evidence described in Section 12.4:

(a) Phishing links. The coin's description, website, social links or any other link shown on LockPad leads to a wallet drainer, a fake airdrop or claim page, or another site built to trick people into signing transactions or giving up keys or funds.

(b) Fake volume or fake holders. The Creator, or people acting with the Creator, used wash trading, self-trading, or bot or sybil wallets that they control or fund, to fake the coin's trading volume or its number of holders.

12.3 Nothing else is a ground for delisting. LockPad will not delist a coin for any other reason, including: impersonation or parody of a person, brand or project; a copycat or look-alike name, ticker or image; trademark or copyright complaints; offensive, crude or distasteful memes; a falling price, low or zero volume, or inactivity; the Creator selling coins they bought on the open market; complaints or negative posts that do not show one of the two grounds in Section 12.2; or a competing coin. This list is exclusive: Sections 12.2 and 12.3 replace any broader delisting or content-removal right in earlier drafts of these Terms or in any other LockPad document. [LAWYER SUGGESTION — NOT ADOPTED; FOR MICHAEL TO CONFIRM: a narrow legal-compliance carve-out for court orders, sanctions, content that is illegal to host (such as child sexual abuse material) and specific DMCA notices. See lawyer_review_notes.md §10.]

12.4 How we detect it and what evidence we need.

(a) Link scanning. We automatically scan every link shown on LockPad for a coin (description, website and socials) at launch and periodically afterwards, using malware and phishing reputation checks [TEAM TO NAME PROVIDER(S)], known wallet-drainer and fake-claim signatures, and checks for look-alike domains. A flagged link is opened and checked by a person in a safe environment before any action.

(b) On-chain trade analysis. We analyze public blockchain data for the coin, including which wallets funded which (for example, wallets funded by the Creator's paying wallet or Payout Address, or from a common source), circular and self-trades, repeated buy-and-sell round trips between related wallets, and clusters of new or dust wallets created to inflate the holder count.

(c) Evidence standard. Automated flags alone never delist a coin. A person reviews the evidence and delists only where it clearly shows a ground in Section 12.2 and, for Section 12.2(b), links the wallets to the Creator or people acting with the Creator. We keep a record of the evidence (transaction hashes, wallet links, link scans and screenshots). Reports from users are welcome (Acceptable Use Policy Section 4), but a report is a lead, not evidence.

12.5 Warning first, then delisting notice.

(a) Warning label. Where feasible, before delisting we show a public warning label on the coin's LockPad page stating the suspected ground (for example, "Warning: suspected phishing link under review"), and we give the Creator [48 hours — TEAM TO CONFIRM] to respond by email (Section 12.7). If a phishing link is live and could drain wallets, we may hide that link immediately while the label is up, and we may delist without waiting where people are at immediate risk.

(b) Delisting notice. A delisted coin's page shows: that it is delisted, which ground applied, a short summary of the evidence (without details that would teach others how to evade detection), and the coin's on-chain facts (contract address, lock status, authority status and fee configuration), so holders can still verify their coins and the lock. Creator-supplied description, links and socials are removed from the page.

(c) Compromised links. If a linked site was taken over or changed hands and the Creator was not involved, we may instead hide the bad link and keep the coin listed.

12.6 On-chain nothing changes, and fees after delisting. Delisting affects only LockPad's website and interfaces. A delisted coin, its permanently locked liquidity, and every holder's coins stay exactly as they are on the public blockchain, and LockPad cannot touch them: we cannot delete, pause, freeze or blacklist the coin, unlock or move its liquidity, take or freeze anyone's coins, or change its fee rate, split or recipient wallets (see the No-Rug Commitment). Holders can keep holding, sending and trading the coin through third-party tools and protocols. After delisting:

(a) the Platform Launch Fee is not refunded;

(b) LockPad keeps its 10% platform fee from the coin's trading fees, and the $LOCKY and $LOCKPAD buyback shares keep flowing to buyback-and-burn, as fixed at launch;

(c) Creator fee payouts are paused to the extent LockPad controls them: LockPad stops claiming or forwarding the Creator's share for that coin through any LockPad automation and disables the "claim earnings" function for that coin on LockPad's website, as set out in the Fee Schedule. Because the fee configuration is fixed on-chain, LockPad cannot change who the Creator's share belongs to. Whether the Creator's share can still be paid out without LockPad depends on the chain, as set out in the Fee Schedule (on EVM chains, at any time; on Solana coins launched with the LockPad Lifeboat program, after 7 days without a LockPad claim).

12.7 Appeals. A Creator (or anyone else) who believes a warning label or delisting is wrong can appeal by emailing Mike@officiallockpad.com with the subject line "Delisting Appeal", the coin's contract address, and an explanation with any supporting evidence (for example, showing the flagged wallets are not connected to the Creator, or that a linked site was compromised). We aim to reply within [5 business days — TEAM TO CONFIRM]. If the appeal succeeds, we remove the label or relist the coin and restore any paused LockPad payout functions.

12.8 Our own tokens. This Delisting Policy applies in the same way to $LOCKY and $LOCKPAD, if launched.

13. Smart-contract and third-party protocol risks

13.1 The Services rely on smart contracts (ours and third parties') and on third-party systems we do not control, including Solana, Ethereum, Base, BNB Chain, Robinhood Chain, Meteora, Uniswap, PancakeSwap, wallet providers, RPC providers, oracles, block explorers, bridges and hosting providers ("Third-Party Services").

13.2 Smart contracts can contain bugs, can be exploited, and can behave in unexpected ways. Blockchains can halt, fork, reorganize, congest or change fees. Third-party protocols can change their fee structures, interfaces or lock mechanisms, can be exploited or can stop operating. Any of these can result in loss of funds, failed transactions, or a coin being untradeable. Audits, if any, do not guarantee the absence of vulnerabilities.

13.3 We are not responsible for Third-Party Services, which are governed by their own terms. Our references to them are not endorsements, and they do not endorse LockPad.

14. Locky, our AI chatbot

14.1 Locky is an AI chatbot on the website, powered by a third-party large language model provider (currently OpenAI). You are chatting with an AI, not a human. Locky's only purpose is to collect feature suggestions for LockPad.

14.2 Locky may be wrong, incomplete, or inconsistent. Locky does not give, and you must not rely on it for, financial, investment, legal, tax or technical advice, price information, or statements about any coin, $LOCKY or $LOCKPAD. Nothing Locky says is a promise or commitment by LockPad, including any statement about features, timelines, fees or tokens.

14.3 We store your conversation with Locky, any suggestion you submit and any contact information you choose to give, and we use rate limits keyed to your IP address. Do not enter seed phrases, private keys, passwords or other sensitive information. Locky tries to detect and redact seed phrases and private keys, but this is best-effort and not guaranteed. See the Privacy Policy.

14.4 Suggestions. If you submit a suggestion or other feedback, you grant LockPad a perpetual, irrevocable, worldwide, royalty-free, transferable, sublicensable license to use it for any purpose without compensation or attribution, and you agree we have no obligation to implement it. Do not submit anything confidential or that you do not have the right to share.

15. Waitlist and communications

15.1 If you join the waitlist, you agree we may email you about LockPad's launch and early access. You can unsubscribe at any time using the link in our emails or by contacting Mike@officiallockpad.com. Joining the waitlist creates no right to any access, allocation, token or benefit.

16. Intellectual property and license

16.1 Our IP. The Services, including the website, software, design, text, graphics, the LockPad and Locky names, logos and mascot, and proof-page formats, are owned by LockPad or its licensors and protected by law. [LAWYER: trademark clearance pending — see review notes.]

16.2 Limited license to you. Subject to these Terms, we grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use the Services for their intended purpose. You may link to proof pages and accurately describe that a coin was launched on LockPad.

16.3 Your content. Creators keep ownership of the content they submit (name, ticker, image, description, links). You grant LockPad a worldwide, royalty-free, non-exclusive, perpetual, irrevocable license to host, store, reproduce, display, adapt (for formatting) and distribute that content in connection with the Services and proof pages, and to write it immutably on-chain as part of the token metadata. You understand that content written to a blockchain cannot be removed by anyone.

16.4 Restrictions. You must not use our names, logos or the Locky mascot to imply endorsement of any coin, or in any coin name, ticker or image, without our written permission.

16.5 Copyright complaints. If you believe content on the Services infringes your copyright, send a notice to our designated agent at Mike@officiallockpad.com / [Address] that meets the requirements of 17 U.S.C. § 512(c)(3). [LAWYER: register DMCA agent with U.S. Copyright Office.] A copyright complaint is not, by itself, a ground for delisting a coin (Section 12.3), and we cannot alter on-chain data. [LAWYER SUGGESTION — FOR MICHAEL TO CONFIRM: whether to keep a DMCA notice-and-takedown process that hides only the specific infringing item (for example, an image) while the coin stays listed, to preserve the 17 U.S.C. § 512 safe harbor. See lawyer_review_notes.md §10.]

17. Disclaimers

17.1 THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, LOCKPAD AND ITS AFFILIATES, FOUNDERS, OFFICERS, EMPLOYEES, CONTRACTORS AND AGENTS (THE "LOCKPAD PARTIES") DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT AND ACCURACY, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

17.2 WITHOUT LIMITING THE ABOVE, WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, SECURE OR ERROR-FREE; THAT ANY SMART CONTRACT IS FREE OF VULNERABILITIES; THAT ANY LAUNCH WILL SUCCEED; THAT ANY COIN WILL HAVE ANY VALUE, LIQUIDITY OR MARKET; OR THAT ANY INFORMATION (INCLUDING FROM LOCKY OR A PROOF PAGE) IS ACCURATE OR COMPLETE.

17.3 Nothing in this Section 17 limits the specific, written commitments LockPad makes in the Platform No-Rug and Liquidity Commitment, which are governed by that document.

18. Limitation of liability

18.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE LOCKPAD PARTIES WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, DIGITAL ASSETS OR TRADING LOSSES, ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR ANY OTHER THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

18.2 TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE TOTAL AGGREGATE LIABILITY OF THE LOCKPAD PARTIES FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE PLATFORM LAUNCH FEES YOU PAID TO LOCKPAD IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, AND (B) ONE HUNDRED U.S. DOLLARS (US$100).

18.3 Some jurisdictions do not allow certain exclusions or limitations, so some of the above may not apply to you. Nothing in these Terms excludes liability that cannot be excluded by law, including for fraud or willful misconduct.

19. Indemnity

19.1 You will defend, indemnify and hold harmless the LockPad Parties from and against all claims, demands, losses, damages, liabilities, costs and expenses (including reasonable attorneys' fees) arising out of or relating to (a) your use of the Services; (b) any coin launched from your submission and any content you submit or promote; (c) your breach of these Terms or any incorporated document; (d) your violation of any law or third-party right; or (e) your negligence or willful misconduct. We may assume control of the defense of any matter at your expense, and you will cooperate with us.

20. Suspension and termination

20.1 We may suspend or terminate your access to all or part of the Services, or block wallets or IP addresses from using the website, at any time, with or without notice, including for breach of these Terms or legal risk. Delisting a coin is different: a coin is delisted only under the Delisting Policy in Section 12, and suspending a person's access does not delist their coin.

20.2 You may stop using the Services at any time. To leave the waitlist, unsubscribe.

20.3 Termination does not affect on-chain coins, which continue to exist and operate. Sections 4.4, 6, 7, 9.3, 12.6, 13, 14.4, 16, 17, 18, 19, 21, 22 and 24, and any other provision that by its nature should survive, survive termination.

21. Governing law and venue

21.1 These Terms are governed by the laws of [Governing Law State — LAWYER TO SELECT], without regard to conflict-of-law rules, and, to the extent applicable, the Federal Arbitration Act.

21.2 Subject to Section 22, any claim not subject to arbitration will be brought exclusively in the state or federal courts located in [County, State], and you and LockPad consent to their personal jurisdiction.

22. Dispute resolution: binding arbitration and class action waiver

22.1 Informal resolution first. Before starting arbitration or a court action, you and LockPad agree to try to resolve any dispute informally for at least sixty (60) days after one party sends the other a written notice describing the dispute, the relief sought and the sender's contact information (and, for you, your wallet address used with the Services). Send notices to us at Mike@officiallockpad.com and [Address]. The limitations period is tolled during this period.

22.2 Agreement to arbitrate. Except as stated in Sections 22.5 and 22.8, you and LockPad agree that any dispute, claim or controversy arising out of or relating to these Terms or the Services (including their formation, scope, validity, enforceability and this arbitration agreement) will be resolved by final and binding individual arbitration, not in court.

22.3 Rules and forum. Arbitration will be administered by [American Arbitration Association (AAA) under its Consumer Arbitration Rules / JAMS under its Streamlined Arbitration Rules — LAWYER TO SELECT], as modified by these Terms, before a single arbitrator. The arbitration will be conducted in English, in [County, State] or by video conference, or, for consumers, in the county where you live if you so elect. Fees will be allocated under the administrator's rules; for consumer claims, LockPad will pay any fees required by those rules to be paid by a business.

22.4 Class action and jury trial waiver. YOU AND LOCKPAD MAY BRING CLAIMS AGAINST EACH OTHER ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED OR REPRESENTATIVE PROCEEDING. The arbitrator may not consolidate claims of more than one person or preside over any representative or class proceeding, and may award relief only in favor of the individual party seeking it and only to the extent needed for that party's individual claim. YOU AND LOCKPAD WAIVE ANY RIGHT TO A JURY TRIAL. If this class action waiver is found unenforceable as to a particular claim or remedy, that claim or remedy (and only that one) will be severed and decided in court after the arbitration of all other claims.

22.5 Exceptions. Either party may (a) bring an individual claim in small claims court if it qualifies; and (b) seek injunctive or other equitable relief in court to protect intellectual property rights or to prevent unauthorized access to or misuse of the Services. [LAWYER: confirm treatment of public injunctive relief under California law (McGill v. Citibank).]

22.6 Mass arbitration. If twenty-five (25) or more similar demands are filed by or with the help of the same or coordinated counsel, they will be administered in batches as provided by the administrator's mass arbitration procedures [LAWYER TO DRAFT DETAILED BATCHING PROTOCOL], and the parties agree to mediate globally in good faith before fees are assessed.

22.7 Time limit. To the extent permitted by law, any claim must be brought within one (1) year after it arises, or it is permanently barred.

22.8 30-day right to opt out. You may opt out of this arbitration agreement by emailing Mike@officiallockpad.com with the subject line "Arbitration Opt-Out" within thirty (30) days after you first accept these Terms, stating your name, the wallet address(es) and/or email you use with the Services, and a clear statement that you opt out. Opting out does not affect any other part of these Terms. If you opt out, Section 21.2 applies.

22.9 Changes. If we change this Section 22 after you accepted it, you may reject the change by emailing Mike@officiallockpad.com within thirty (30) days after the change, in which case the prior version continues to apply to you.

23. Changes to these Terms

23.1 We may change these Terms from time to time. We will post the updated Terms with a new "Last updated" date and, for material changes, give reasonable notice (for example, a banner on the website or an email to waitlist members). Changes take effect when posted unless stated otherwise, and apply prospectively. Your continued use of the Services after a change means you accept it. Changes never alter the on-chain configuration of a coin already launched.

24. General

24.1 Entire agreement. These Terms (with the incorporated documents) are the entire agreement between you and LockPad about the Services.

24.2 Severability. If any provision is held invalid, it will be enforced to the maximum extent permissible and the rest remain in effect.

24.3 No waiver. Our failure to enforce a provision is not a waiver.

24.4 Assignment. You may not assign these Terms without our consent. We may assign them, including in connection with a merger, acquisition or entity formation, including assignment from Michael Maloney or any predecessor to [LockPad Entity Name].

24.5 Force majeure. We are not liable for delays or failures caused by events beyond our reasonable control, including blockchain failures, protocol exploits, network congestion, hacks, outages, legal changes or acts of government.

24.6 Export controls and sanctions. You will comply with all U.S. and other applicable export control and sanctions laws.

24.7 Electronic communications. You consent to receive communications electronically, and agree that clicking "I agree," signing a wallet message or submitting a transaction through the Services constitutes your electronic signature and acceptance.

24.8 California users. Under California Civil Code § 1789.3, California users may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.

24.9 Headings and interpretation. Headings are for convenience only. "Including" means "including without limitation."

25. Contact

[LockPad Entity Name] · [Address] · Mike@officiallockpad.com · X: @OfficialLockPad · Website: officiallockpad.com