Draw Service — Organiser Terms

Effective date: 22 August 2026 Software provider: Northlatch Labs LLC, a Wyoming limited liability company (registration filed with the Wyoming Secretary of State; the Filing ID will be published here upon approval), 5830 E 2nd St, Ste 7000 #38326, Casper, Wyoming 82609, United States · legal@protocolx.io

These Organiser Terms are a contract between you (the "Organiser") and Northlatch Labs LLC ("Northlatch") governing your use of the draw software at raffle.protocolx.io (the "Service") to run a prize competition (a "Competition"). You accept them when you create a Competition. If you do not agree, do not create one.

1. The relationship

1.1 You are the operator. You run your Competition in your own name, on your own account and at your own risk. You are the promoter, sponsor and operator of the Competition for every legal purpose. You hold the prize and you award it.

1.2 Northlatch provides software only. Northlatch licenses you the Service to record entries, select winners by on-chain randomness, and publish results. Northlatch does not promote, sponsor, operate or administer your Competition, does not hold entry fees or prizes, does not select or verify entrants, and does not award prizes.

1.3 Not partners or agents. Nothing creates a partnership, joint venture, agency or employment relationship. You may not represent that Northlatch or "ProjectX" runs, endorses or guarantees your Competition.

2. Licence

2.1 Northlatch grants you a non-exclusive, non-transferable, revocable licence to use the Service to run Competitions during the period your Competition is live, subject to these Terms.

2.2 All intellectual property in the Service remains with Northlatch. You may state that your Competition "uses draw software by Northlatch Labs LLC" and may not otherwise use Northlatch's or ProjectX's names or marks.

3. Your warranties

You represent and warrant, on creation of the Competition and continuously while it is live, that:

(a) you have supplied your true legal name, country (and state, if in the United States) and a working contact email, and you consent to their publication on your Competition page;

(b) your Competition is lawful in every jurisdiction in which you make it available, and you hold every licence, registration, permit, bond and authorisation that jurisdiction requires;

(c) your Competition is structured as one of: free to enter; skill-based (a genuine skill, judgement or knowledge element that prevents a significant proportion of entrants from winning); or paid entry with a free alternative route that is advertised with equal prominence, is as convenient as the paid route, and gives entries of equal weight — and you will not structure it as a lottery where that is unlawful;

(d) you own or control the prize, it exists, it is as described, and you will award it to the winner as selected by the Service without substitution (other than a cash equivalent of equal or greater value if the stated prize becomes unavailable);

(e) your Competition is not made available to persons in the Excluded Jurisdictions (/legal/excluded-jurisdictions), to persons under 18, or to sanctioned persons, and you will not target minors;

(f) you will publish competition terms that at minimum contain the information in the Participant Terms template (/legal/participant-terms), or you will use that template, and you will honour them;

(g) your Competition does not involve gambling on the outcome of events, financial instruments, tokens or securities, unlawful goods, or anything that would bring Northlatch or the Service into disrepute;

(h) your marketing of the Competition is truthful, identifies you as the promoter, and complies with advertising law where it appears; and

(i) you will collect, use and protect entrants' personal data lawfully, under your own privacy notice, and will not use Service data for any purpose other than running the Competition.

4. Northlatch's rights

4.1 Delisting. Northlatch may, at any time and without liability, hide a Competition from the Service, refuse to create one, or suspend your access, if it reasonably believes a Competition breaches these Terms, is unlawful, is the subject of a complaint or regulatory inquiry, or presents legal, security or reputational risk. Delisting does not alter on-chain state; entries already recorded and results already drawn remain on chain, and you remain responsible for awarding any prize.

4.2 Information. Northlatch may request, and you will provide within five (5) business days, evidence of your identity, your authorisation to run the Competition where required, and proof that the prize exists.

4.3 Disclosure. Northlatch may disclose your organiser details, acceptance record and Competition data to authorities, to entrants with a complaint, or as required by law.

4.4 Changes. Northlatch may change or withdraw the Service at any time. Competitions in progress will be allowed to draw where technically possible.

5. Fees

The Service fee, if any, is displayed before you create a Competition and is paid on chain. Northlatch takes no share of entry fees or prizes.

6. Indemnity

You will defend, indemnify and hold harmless Northlatch Labs LLC, its member, officers and contractors from all claims, losses, fines, penalties and expenses (including reasonable attorneys' fees) arising out of your Competition, your breach of these Terms, your violation of any law, any claim by an entrant or winner, and any regulatory action relating to your Competition.

7. Disclaimer and limitation of liability

THE SERVICE IS PROVIDED "AS IS" WITHOUT WARRANTY. TO THE FULLEST EXTENT PERMITTED BY LAW, NORTHLATCH SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR LOSS OF PROFITS, DATA OR DIGITAL ASSETS, AND ITS TOTAL LIABILITY TO YOU SHALL NOT EXCEED THE SERVICE FEES YOU PAID IN THE TWELVE MONTHS BEFORE THE CLAIM OR ONE HUNDRED U.S. DOLLARS, WHICHEVER IS GREATER. Northlatch is not liable for the Sui network, its randomness source, wallets, or any entrant's or winner's conduct.

8. Term and termination

These Terms apply from creation of your first Competition until all your Competitions have concluded and any obligations have been discharged. Sections 1, 3, 4.3, 6, 7, 9 and 10 survive.

9. Governing law and disputes

Wyoming law. Exclusive jurisdiction of the state and federal courts in Natrona County, Wyoming, except that Northlatch may seek injunctive relief anywhere. If you are a consumer in the EU or UK running a Competition in a personal capacity, you retain the mandatory protections of your country of residence.

10. General

Entire agreement for its subject matter; amendments by posting a new version (applies to Competitions created after the new effective date); no assignment by you; Northlatch may assign to a successor operator or to any entity acquiring the Protocol intellectual property; severability; English language governs.

Acceptance text shown at Competition creation (store with timestamp and terms hash):

> I have read and accept the Organiser Terms. I am the sole operator of this competition, I hold the prize, and I am responsible for its legality everywhere it is offered. I consent to my legal name, country and contact being published on the competition page. Northlatch Labs LLC provides the draw software only.