Digital Asset Loan Terms

2. Scope

These Loan Terms apply to every loan or credit facility secured by Digital Assets made available through the Meridian Platform.

Loan Products may be accessed through:

• Website
• Telegram Bot
• mobile applications
• web applications
• APIs
• merchant interfaces
• business accounts
• future Meridian products

Not every Loan Product is available in every jurisdiction or to every User.

3. Definitions

For purposes of these Loan Terms:

Collateral means Digital Assets pledged by a User to secure obligations arising under a Loan Product.

Loan Product means any digital asset-backed lending product offered by Meridian.

Loan Summary means the individual commercial terms presented to the User before a Loan Product is accepted.

Outstanding Balance means all amounts owed by the User, including principal, accrued interest, fees, costs, and any other applicable charges.

Loan-to-Value Ratio (LTV) means the ratio between the Outstanding Balance and the value of the Collateral, as determined by Meridian.

Collateral Coverage Threshold means the level of collateral coverage determined by Meridian at which protective measures, including liquidation, may occur.

Capitalized terms not defined herein have the meanings assigned in the Terms of Service.

4. Eligibility

Loan Products are available only to Users who satisfy Meridian's eligibility requirements.

Eligibility may depend upon:

• jurisdiction
• identity verification status
• compliance review
• customer risk profile
• supported Digital Assets
• available Collateral
• internal risk assessment
• applicable legal restrictions

Meridian may approve or decline any Loan application at its sole discretion.

Approval of one Loan Product does not guarantee eligibility for future Loan Products.

5. Loan Products

Meridian may offer one or more Loan Products secured by Digital Assets.

Available products may include:

• fixed-term loans
• open-ended loans
• revolving credit facilities
• business financing
• merchant financing
• institutional lending solutions
• other lending products introduced in the future

Each Loan Product may be subject to additional commercial terms disclosed before acceptance.

6. Supported Collateral

Meridian determines which Digital Assets may be accepted as Collateral.

Eligibility of a Digital Asset may depend upon:

• market liquidity
• price volatility
• blockchain security
• operational considerations
• regulatory requirements
• custody support
• internal risk policies

Meridian may add or remove supported Collateral at any time.

Existing Loan Products may remain subject to the Collateral requirements applicable at the time they were established unless otherwise permitted by the applicable Loan Summary.

7. Loan Currency

Loan proceeds may be disbursed in one or more supported assets or currencies determined by Meridian.

Depending upon the applicable Loan Product, proceeds may be made available in:

• supported stablecoins
• supported fiat currencies
• supported Digital Assets
• other settlement assets supported by the Platform

The available settlement currency for each Loan Product will be displayed in the applicable Loan Summary.

8. Loan Application

Users may request a Loan Product by submitting an application through the Platform.

Submission of an application does not create any obligation for Meridian to provide a Loan Product.

Meridian may request additional information or documentation before approving any application.

Approval may depend upon:

• successful identity verification
• compliance review
• valuation of the proposed Collateral
• operational availability
• applicable legal requirements
• Meridian's internal credit and risk assessment

9. Loan Summary

Before a Loan Product becomes effective, Meridian will present a Loan Summary describing the commercial terms applicable to that specific Loan Product.

The Loan Summary may include, where applicable:

• Loan identifier
• principal amount
• settlement currency
• accepted Collateral
• value of the Collateral at origination
• applicable Loan-to-Value Ratio
• applicable interest rate
• method of interest calculation
• repayment requirements
• maturity date, if any
• applicable fees
• collateral maintenance requirements
• liquidation conditions
• estimated liquidation price or methodology
• other product-specific terms

The Loan Summary forms an integral part of these Loan Terms.

Where any inconsistency exists between these Loan Terms and the applicable Loan Summary, the Loan Summary shall prevail with respect to the commercial terms of that Loan Product.

10. Formation of the Loan

A Loan Product becomes effective only after:

• the User accepts the applicable Loan Summary
• Meridian confirms acceptance of the Loan application
• the required Collateral has been successfully received or reserved
• all applicable compliance requirements have been satisfied

Meridian is not obligated to disburse Loan proceeds until all applicable conditions have been fulfilled.

11. Interest

Loan Products may accrue interest.

The applicable interest rate, calculation methodology, compounding method (if any), accrual frequency, and payment requirements are specified in the applicable Loan Summary.

Interest rates may be:

• fixed
• variable
• promotional
• product-specific
• customer-specific

Unless otherwise specified in the Loan Summary, interest begins to accrue from the date Loan proceeds are made available to the User.

12. Fees

Certain Loan Products may be subject to fees.

Applicable fees may include:

• origination fees
• administration fees
• repayment fees
• liquidation-related fees
• processing fees
• other service charges

All applicable fees will be disclosed in the Loan Summary and, where applicable, the Meridian Fees Policy.

13. Taxes

Users are solely responsible for determining and complying with any tax obligations arising from the use of Loan Products.

Meridian does not provide tax advice.

Where required by Applicable Law, Meridian may collect, withhold, or report tax-related information.

14. No Banking Relationship

Loan Products are technology-enabled digital asset-backed financial products offered through the Meridian Platform.

Nothing in these Loan Terms shall be interpreted as creating:

• a bank deposit
• a savings account
• payment account services
• consumer banking services
• any guarantee of credit availability

Meridian reserves the right to modify, suspend, or discontinue any Loan Product in accordance with these Loan Terms and Applicable Law.

15. Collateral

Each Loan Product must be secured by eligible Digital Assets accepted by Meridian as Collateral.

Ownership of the Collateral remains with the User, subject to the security interest, pledge, or other rights granted to Meridian under the applicable Loan Product and Applicable Law.

By accepting a Loan Product, the User authorizes Meridian to hold, administer, transfer, realize, liquidate, or otherwise deal with the Collateral in accordance with these Loan Terms.

Collateral remains subject to Meridian's Digital Asset Custody Policy.

16. Valuation of Collateral

Meridian continuously determines the value of Collateral using pricing methodologies selected by Meridian.

Valuation may consider one or more sources including:

• digital asset exchanges
• liquidity providers
• pricing oracles
• market data providers
• internal pricing methodologies
• composite reference prices

Meridian determines the valuation methodology in its sole discretion.

Temporary interruptions, delays, or pricing anomalies may affect Collateral valuation.

17. Loan-to-Value Ratio (LTV)

Each Loan Product is subject to an applicable Loan-to-Value Ratio ("LTV").

The applicable LTV is specified in the Loan Summary.

LTV may change throughout the duration of the Loan Product due to fluctuations in the market value of the Collateral, repayments, accrued interest, fees, or other factors.

Meridian continuously evaluates the LTV associated with each Loan Product.

18. Collateral Monitoring

Meridian continuously monitors the adequacy of Collateral securing outstanding Loan Products.

Monitoring may consider:

• market prices
• blockchain activity
• liquidity conditions
• volatility
• outstanding obligations
• accrued interest
• operational risks
• compliance considerations

Monitoring may be performed automatically using technology systems or through manual review where appropriate.

19. Collateral Coverage Notice

If Meridian determines that the Collateral no longer provides sufficient coverage for the Outstanding Balance, Meridian may issue a Collateral Coverage Notice.

A Collateral Coverage Notice may request that the User:

• provide additional Collateral
• partially repay the Loan
• take other actions specified in the Loan Summary

Meridian is not obligated to issue a Collateral Coverage Notice before exercising any rights available under these Loan Terms.

Failure to receive or acknowledge a notice does not prevent Meridian from exercising its contractual rights.

20. Additional Collateral

Where permitted by the applicable Loan Product, Users may provide additional eligible Digital Assets as Collateral.

Acceptance of additional Collateral is subject to:

• operational availability
• compliance review
• supported Digital Assets
• internal risk assessment

Meridian is not obligated to accept every proposed Collateral deposit.

21. Partial Repayment

Users may partially repay an Outstanding Balance where permitted by the applicable Loan Product.

Partial repayment may:

• reduce the Outstanding Balance
• improve the applicable Loan-to-Value Ratio
• reduce liquidation risk
• affect future interest accrual

Applicable repayment requirements are described in the Loan Summary.

22. Collateral Liquidation

If the value of the Collateral falls below the applicable Collateral Coverage Threshold or another liquidation event specified in the Loan Summary occurs, Meridian may liquidate all or part of the Collateral.

Liquidation may occur without further notice where reasonably necessary to:

• protect Meridian
• protect the User
• reduce financial losses
• preserve operational stability
• respond to rapidly changing market conditions

Meridian determines the timing, method, sequence, venue, and execution strategy for any liquidation.

23. Liquidation Process

Collateral liquidation may include one or more actions, including:

• market sale
• over-the-counter execution
• internal execution
• transfer to liquidity providers
• conversion into supported settlement assets
• other commercially reasonable execution methods

Meridian seeks to execute liquidation in a commercially reasonable manner but does not guarantee execution at any particular price.

24. Liquidation Price

The Loan Summary may display an estimated liquidation price or estimated liquidation range.

Users acknowledge that actual liquidation may occur:

• above the estimated price
• below the estimated price
• at multiple execution prices
• over multiple transactions

Estimated liquidation prices are provided solely for informational purposes.

They do not constitute guarantees.

25. Application of Liquidation Proceeds

Amounts received from liquidation may be applied in the following order unless otherwise required by Applicable Law:

• accrued fees
• liquidation-related costs
• accrued interest
• principal
• other amounts owed

Any remaining balance after satisfaction of all outstanding obligations will, where applicable, remain available to the User.

26. Deficiency

If liquidation proceeds are insufficient to satisfy the Outstanding Balance, the User remains responsible for the remaining unpaid obligations unless otherwise provided in the applicable Loan Summary or required by Applicable Law.

Meridian may pursue any rights available under these Loan Terms and Applicable Law to recover outstanding obligations.

27. Loan Repayment

Users may repay their Loan Products in accordance with the repayment terms specified in the Loan Summary.

Repayment may include:

• full repayment
• partial repayment
• scheduled repayment
• early repayment where permitted

Loan obligations are considered satisfied only after Meridian confirms receipt of all amounts due.

28. Early Repayment

Unless otherwise restricted by the applicable Loan Product, Users may repay all or part of the Outstanding Balance before maturity.

Early repayment may affect:

• future interest accrual
• applicable fees
• Collateral availability

Specific early repayment conditions are described in the Loan Summary.

29. Events of Default

An Event of Default may occur if:

• repayment obligations are not satisfied
• required Collateral is not maintained
• false information is provided
• fraud is identified
• compliance obligations are breached
• insolvency proceedings are initiated
• Applicable Law requires termination
• other default events specified in the Loan Summary occur

Following an Event of Default, Meridian may exercise any rights available under these Loan Terms, including suspension of Services, liquidation of Collateral, acceleration of repayment obligations, or termination of the Loan Product.

30. Custody of Collateral

Collateral provided in connection with a Loan Product shall be held in accordance with the Meridian Digital Asset Custody Policy.

During the term of the Loan Product, Meridian shall maintain custody of the pledged Collateral using custody infrastructure determined by Meridian.

Collateral may be held using one or more custody technologies, including:

• Multi-Party Computation (MPC)
• Hardware Security Modules (HSM)
• cold storage
• operational wallets
• secure blockchain infrastructure

Meridian may modify its custody architecture where reasonably necessary to improve operational resilience or security.

31. Corporate Actions and Blockchain Events

Digital Assets used as Collateral may be affected by blockchain-related events, including:

• hard forks
• soft forks
• token migrations
• chain splits
• protocol upgrades
• governance actions
• redenominations
• airdrops

Meridian shall determine, in its sole discretion, whether any such event affects the Loan Product.

Unless expressly stated otherwise, Meridian is under no obligation to:

• distribute forked assets
• support airdrops
• recognize governance rights
• participate in staking
• distribute protocol rewards

Where operationally necessary, Meridian may temporarily suspend Loan Products while such events are evaluated.

32. Compliance

Loan Products remain subject to Meridian's compliance framework throughout their duration.

Meridian may perform:

• sanctions screening
• transaction monitoring
• blockchain analytics
• source of funds reviews
• source of wealth reviews
• enhanced due diligence
• ongoing customer monitoring

Users agree to cooperate with reasonable compliance requests.

Failure to provide requested information may result in suspension, restriction, liquidation of Collateral where permitted under these Loan Terms, or termination of the Loan Product.

33. Suspension of Loan Products

Meridian may suspend, delay, restrict, or refuse access to any Loan Product where reasonably necessary.

Reasons may include:

• security concerns
• compliance obligations
• sanctions requirements
• operational risks
• blockchain instability
• cybersecurity incidents
• suspected fraud
• legal requirements
• force majeure events

Suspension does not automatically release the User from repayment obligations.

Interest and other contractual obligations may continue in accordance with the applicable Loan Summary unless otherwise specified.

34. Termination

A Loan Product terminates when:

• all repayment obligations have been fully satisfied
• all applicable fees have been paid
• Meridian has released the remaining Collateral
• or the Loan Product has otherwise been terminated in accordance with these Loan Terms

Termination of a Loan Product does not affect rights or obligations that arose before termination.

35. Limitation of Liability

To the fullest extent permitted by Applicable Law, Meridian shall not be liable for losses arising from:

• market volatility
• changes in the value of Collateral
• blockchain failures
• validator failures
• protocol upgrades
• smart contract vulnerabilities
• cybersecurity incidents beyond Meridian's reasonable control
• force majeure events
• third-party service failures
• regulatory actions
• delayed liquidations caused by extraordinary market conditions
• User-provided incorrect wallet information
• User negligence

Nothing in these Loan Terms excludes liability that cannot lawfully be excluded.

36. Force Majeure

Meridian shall not be responsible for delays or failures in performing obligations resulting from events beyond its reasonable control.

Such events may include:

• natural disasters
• earthquakes
• floods
• fires
• pandemics
• war
• terrorism
• civil unrest
• governmental actions
• sanctions
• blockchain failures
• internet outages
• cloud infrastructure failures
• denial-of-service attacks
• telecommunications failures
• widespread cybersecurity incidents

Meridian will use commercially reasonable efforts to resume normal operations as soon as reasonably practicable.

37. Relationship with Other Policies

These Digital Asset Loan Terms should be read together with:

• Terms of Service
• Privacy Policy
• AML & Compliance Policy
• KYC Policy
• Digital Asset Custody Policy
• Digital Asset Risk Disclosure
• Fees Policy
• Cookie Policy
• Prohibited Use Policy
• Legal Requests Policy
• Complaints Policy

Where another Meridian policy specifically governs a particular matter, that policy shall apply together with these Loan Terms.

Where the applicable Loan Summary contains commercial terms specific to a particular Loan Product, the Loan Summary shall prevail with respect to those commercial terms.

38. Changes to these Loan Terms

Meridian may amend these Loan Terms from time to time to reflect:

• new Loan Products
• operational improvements
• regulatory developments
• technological developments
• changes in risk management practices
• security enhancements
• business developments

Updated versions become effective upon publication unless a later effective date is specified.

Where required by Applicable Law, Meridian will provide reasonable notice before material amendments become effective.

Continued use of a Loan Product after the effective date constitutes acceptance of the updated Loan Terms.

39. Contact Information

Questions regarding these Digital Asset Loan Terms or any Loan Product may be submitted through Meridian's official communication channels published on the Platform.

Loan servicing inquiries, repayment questions, collateral-related matters, and compliance requests should be directed to the designated contact information published by Meridian.

40. Effective Date

These Digital Asset Loan Terms are effective from the date stated above and remain in force until amended or replaced by Meridian S.A.