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Prosper Platform Risk Disclaimer

last updated July 30, 2026

This risk disclaimer (this Disclaimer) applies to all Prosper Services and Prosper Platform, and to all information and materials made available through any website, social media channels, forums, documentation, developer resources, integrations, and related communications by on or behalf of Prosper (collectively, the Materials).

By accessing or using the Materials and any Prosper Services or Prosper Platform, you acknowledge and agree to the terms of this Disclaimer. Prosper Platform is a public, decentralized, and permissionless platform. The Prosper Platform and Prosper Services generally involve interacting with User-Generated Digital Assets in various ways. Neither the Prosper Entities nor any affiliates are responsible for User-Generated Digital Assets that you may, in your sole discretion, engage with on the Prosper Platform or via the Prosper Services. Please ensure that you fully understand the risks involved with User-Generated Digital Assets before using the Prosper Platform and Prosper Services. Interacting with User-Generated Digital Assets carries inherent risks, including but not limited to extreme price volatility, liquidity risks, technology risks, regulatory uncertainty, and counterparty risks. The value of User-Generated Digital Assets can fluctuate significantly and there is a material risk of economic loss when buying, selling, or holding any Digital Asset. In addition to the User-Generated Digital Assets, you may be exposed to other Digital Assets created by third party when accessing the Prosper Services, which may be subject to additional risks inherent to such Digital Assets. You should therefore consider whether participating on the Prosper Platform in general or Prosper Services specifically is suitable for you taking into account your personal circumstances, financial, or otherwise.

You acknowledge that we are not your broker, intermediary, agent or advisor and we have no fiduciary relationship or obligation to you in connection with any activities you undertake when using the Prosper Platform or Prosper Services. We do not and are not providing any investment, financial, legal, tax, regulatory or other advice and no communication or information that we provide to you is intended to be, or should be construed as, advice of any kind. We do not recommend that any User-Generated Digital Asset be bought, earned, sold or held by you under any circumstances. Our content may contain forward-looking statements. These are inherently uncertain and should not be seen as guarantees or assurances of future performance or outcomes.

You are responsible for determining whether any User-Generated Digital Asset is appropriate for you to acquire, transact in, or otherwise use on the Prosper Platform or with Prosper Services based on your personal objectives, financial circumstances and risk tolerance and you are responsible for any associated loss or liability. Before making the decision to buy, sell or hold any User-Generated Digital Asset, you should conduct your own due diligence about the creator of the Digital Asset and, where appropriate, consult your financial advisor and other qualified professional advisors. We are not responsible for the decisions you make to buy, earn, sell or hold Digital Assets based on the information or services provided by us or by users themselves through the Prosper Platform or Prosper Services, including any losses you may incur based on your decisions.

By accessing the Prosper Platform and using any Prosper Service, you expressly represent and warrant that you are (i) of legal age to form a binding contract, and (ii) not currently or ordinarily located or resident in any of the Restricted Jurisdictions.

You expressly understand and agree that to the extent permitted by applicable law, your use of Prosper Services is at your sole risk, and Prosper Services are provided on an “as is” and “as available” basis, with all faults. Prosper expressly disclaims all warranties, representations, and conditions of any kind, whether express or implied, including, but not limited to, the implied warranties or conditions of merchantability, fitness for a particular purpose, and non-infringement arising from use of the services. PROSPER MAKES NO REPRESENTATION THAT THE SERVICES WILL FUNCTION AS INTENDED OR BE SUITABLE FOR YOUR PURPOSES, AND YOU BEAR ALL RISK ASSOCIATED WITH ANY INTERACTION WITH PROSPER PLATFORM, AND ANY DIGITAL ASSETS THAT YOU USE IN CONNECTION THEREWITH.

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT SHALL PROSPER BE LIABLE TO ANY USER OR THIRD PARTY FOR ANY LOSS OF PROFITS, REVENUE OR DATA, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR DAMAGES OR COSTS DUE TO LOSS OF PRODUCTION OR USE, BUSINESS INTERRUPTION, OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, AND REGARDLESS OF WHETHER SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Definitions:

  • Digital Assets: Digitally represented value stored and transferred via distributed ledger technologies.
  • Proper Entity: The entities and affiliates behind the Prosper Platform and Services.
  • Prosper Platform: The digital interface and system through which users access Prosper Services, including the website and any associated applications.
  • Prosper Services: Tools and services provided by Prosper, such as digital asset creation, bonding curve trading, graduation, and related services.
  • User-Generated Digital Asset: A Digital Asset created by a user via Prosper Services, namely a P-Token.
  • Restricted Jurisdiction: the countries, jurisdictions or regions listed below:
    • Bolivarian Republic of Venezuela
    • Central African Republic
    • Crimea, Donetsk and Luhansk regions of Ukraine
    • Democratic People’s Republic of Korea
    • Democratic Republic of the Congo
    • Federal Republic of Somalia
    • Islamic Emirate of Afghanistan
    • Islamic Republic of Iran
    • People’s Republic of China (including Hong Kong)
    • Republic of Cuba
    • Republic of Guinea-Bissau
    • Republic of Haiti
    • Republic of Iraq
    • Republic of Lebanon
    • Republic of Marshall Islands
    • Republic of South Sudan
    • Republic of Sudan
    • Republic of the Union of Myanmar
    • Republic of Yemen
    • Russian Federation
    • State of Libya
    • Syrian Arab Republic
    • United Kingdom
    • United States of America
    • Any country or territory named on any sanction list maintained by the United Nations Security Council, the U.S. Government, the European Union or its Member States, the Republic of Marshall Islands, or other applicable government authority, if not listed above
    • Additional jurisdictions as determined by us from time to time in our sole and absolute discretion

Vaults and pVAULTs involve substantial risk, including possible loss of principal. Nothing here is investment advice.

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