General Terms and Conditions

Last updated: 21.01.2026

These General Terms and Conditions (the “Terms”) govern the access to and use of the Molecule sites https://molecule.xyz, https://molecule.to, https://labs.molecule.xyz, any subdomains or related domains, and all services, applications, interfaces, tools, and features operated or made available by Molecule AG, a company incorporated under the laws of Switzerland, with its registered office in Schaffhausen, Switzerland (“Molecule”, “we”, “us”, or “our”), including without limitation Molecule Labs (collectively, the “Services”).

By accessing or using any of the Services, you (“User”, “you”, or “your”) agree to be legally bound by these Terms.

If you do not agree with these Terms, you must not access or use the Services.

By logging in using a blockchain-compatible digital wallet and signing these Terms through a cryptographic signature, you expressly acknowledge and agree that such a signature constitutes your acceptance of these Terms and has the same legal effect as a handwritten signature.

1. Important Notices and Nature of the Services

Molecule is not a wallet provider, exchange, broker, dealer, financial institution, money services business, fiduciary, custodian, or investment adviser.

Molecule does not have custody or control over any digital assets, tokens, private keys, or blockchains that Users interact with through the Services.

Molecule does not act as a counterparty to any transaction conducted by Molecule Users, nor does it mediate, guarantee, or enforce any agreement entered into by Molecule Users or by Molecule Users and third parties.

The Services are provided solely as non-custodial technical infrastructure and interfaces enabling Users to interact with decentralized technologies.

Molecule makes no representations or warranties, express or implied, regarding the legal validity, enforceability, ownership, authenticity, value, quality, or suitability of any tokens, intellectual property, data, or other digital assets created, referenced, or exchanged through the Services.

2. Structure of These Terms, Modular Services, and Applicability

2.1 Master Agreement

These Terms constitute a single, legally binding General Terms and Conditions governing your access to and use of all Services made available by Molecule, whether existing now or introduced in the future. Unless expressly stated otherwise, these Terms apply to all Services, products, modules, tools, features, and interfaces offered by Molecule.

2.2 Service-Specific Terms

Certain Services may be subject to additional terms, conditions, restrictions, or requirements set out in dedicated sections of these Terms (“Service-Specific Terms”) or in supplemental terms expressly incorporated by reference.

Service-Specific Terms:

1. apply only when you access or use the relevant Service;
2. do not apply to other Services unless expressly stated; and
3. are deemed automatically accepted upon your use of the relevant Service.

2.3 Order of Precedence

In the event of any conflict or inconsistency:

1. these General Terms shall govern your access to and use of the Services overall;
2. the applicable Service-Specific Terms shall prevail solely with respect to the relevant Service; and
3. any supplemental or feature-specific terms shall prevail over both, but only for the limited scope of the relevant feature.

2.4 Future Services and Modular Expansion

Molecule may introduce additional services, products, modules, or features at any time, including but not limited to launchpads, marketplaces, governance tools, treasury, funding, AI tooling and integrations, or market-making functionality.

Any such services may be governed by additional service-specific sections added to these Terms or by supplemental terms published by Molecule. Such additions shall automatically form part of this master agreement upon publication, without requiring execution of a new agreement.

3. Definitions

“IP Tokens” means tokens representing or linked to intellectual property, including intellectual property non-fungible tokens (IP-NFTs), fungible intellectual property tokens (IPTs), liquid IPTs, or similar digital assets implemented on distributed ledger technology.

“User Content” or “UGC” means any data, files, documents, datasets, text, images, reports, metadata, or other content uploaded, transmitted, or otherwise made available by Users through the Services.

4. Description of the Services

4.1 Molecule Platform

The Molecule platform provides decentralized tools and interfaces intended to support scientific research, intellectual property tokenization, collaboration, and related activities, including without limitation:

1. the creation, viewing, exploration, and interaction with IP Tokens;
2. the use of technical tools to mint, issue, transfer, or manage tokens on public blockchains;
3. timestamped publication of project updates, milestone reports, and related content;
4. community interaction and communication;
5. account and access features, including account creation, profile management, and access to token-gated or permissioned modules;
6. encryption and decryption of files with an external vendor;
7. developer features, including the Molecule API and related documentation;
8. AI-enabled features, including MIRA AI functionality made available through the platform.

Molecule does not operate, own, or control the underlying blockchain networks, smart contracts deployed by Users, or third-party infrastructure integrated into the Services.

5. Access to the Services and Wallet Use

Access to the Services requires the use of non-custodial digital wallet software provided by third parties.

Molecule does not provide, control, maintain, or have access to such wallet software.

You are solely responsible for securing your wallet, private keys, seed phrases, and credentials. Loss of private keys or credentials may result in irreversible loss of access to digital assets or Services. Molecule cannot restore wallet access, recover private keys, or reverse blockchain transactions.

You agree to immediately notify Molecule if you become aware of any actual or suspected security breach or unauthorized use related to your access to the Services.

6. Eligibility, Sanctions, and Compliance

By accessing or using the Services, you represent and warrant that:

1. you are at least 18 years old, or the legal age in your jurisdiction, and have full legal capacity to enter into binding agreements;
2. you are acting on your own account as principal and not as trustee, agent, or intermediary for any other person or entity;
3. you have obtained any legal, financial, accounting, or professional advice you deem necessary prior to using the Services;
4. your access to and use of the Services complies with all applicable laws, regulations, and self-regulatory rules;
5. you are not subject to, nor owned or controlled by any person subject to, economic or trade sanctions administered or enforced by Switzerland, the European Union, the United States, or any other relevant authority;
6. you are not located in, a citizen of, or ordinarily resident in any jurisdiction in which access to or use of the Services would be unlawful or require licensing, registration, or authorization that has not been obtained by Molecule.

Molecule reserves the right to restrict, suspend, or terminate access to the Services for Users located in jurisdictions subject to sanctions, embargoes, or other legal restrictions, or where continued access would expose Molecule to legal or regulatory risk.

7. User Content and Licence

You represent and warrant that you have all necessary rights, licenses, and permissions to submit User Content through the Services and that such content:

1. does not violate applicable law;
2. does not infringe any third-party rights;
3. does not contain confidential information that you are not authorized to disclose; and
4. complies with all applicable intellectual property, data protection, and export-control laws.

You grant Molecule a non-exclusive, worldwide, royalty-free licence (with the right to sublicense) to host, store, reproduce, display, transmit, and technically process User Content solely to the extent necessary to operate and provide the Services, and, subject to applicable law, to reference, excerpt, and display such User Content for Molecule’s marketing, promotional, and communications purposes, including on websites, presentations, and social media channels, provided that no Confidential Data or personally identifiable information is disclosed without prior written consent.

You retain all ownership rights in your User Content.

8. Fees

While certain Services may currently be offered without charge, some interactions may require the payment of fees, including blockchain network fees imposed by third parties.

Molecule does not control third-party network fees and assumes no responsibility for their level or availability.

9. Risks and Assumption of Risk

By accessing and using the Services, you represent that you understand the financial and technical risks associated with using cryptographic and blockchain-based systems, including, to the extent that:

1. You understand that the markets for these digital assets are nascent and highly volatile due to risk factors including, but not limited to, adoption, speculation, technology, security, and regulation.
2. You understand that anyone can create fake versions of existing tokens and tokens that falsely claim to represent projects, and acknowledge and accept the risk that you may mistakenly swap those or other tokens.
3. You understand that smart contract transactions automatically execute and settle, and that blockchain-based transactions are irreversible when confirmed.
4. You acknowledge and accept that the cost and speed of transacting with cryptographic and blockchain-based systems such as Ethereum are variable and may increase dramatically at any time.
5. You acknowledge that we are not responsible for any of these variables or risks, do not own or control the protocol, and cannot be held liable for any resulting losses that you experience while accessing or using the Services.
6. You understand and agree to assume full responsibility for all of the risks of accessing and using the Services.
7. You understand that we do not own or control any of the underlying software through which blockchain networks are formed. In general, the software underlying blockchain networks, including the Ethereum blockchain, is open source, such that anyone can use, copy, modify, and distribute it.
8. By using the Services, you acknowledge and agree that:
   1. We are not responsible for the operation of the blockchain-based software and networks underlying the Services;
   2. There exists no guarantee of the functionality, security, or availability of that software and networks; and
   3. The underlying blockchain-based networks are subject to sudden changes in operating rules, such as those commonly referred to as “forks,” which may materially affect the Services.
9. You understand that blockchain networks use public and private key cryptography. You alone are responsible for securing your private key(s). We do not have access to your private key(s). Losing control of your private key(s) will permanently and irreversibly deny you access to digital assets on the Ethereum blockchain or other blockchain-based network.
10. You understand that our services and your digital assets could be impacted by one or more regulatory inquiries or regulatory actions, which could impede or limit the ability to continue providing our services.
11. You use the Services at your own risk. You acknowledge that the Services are subject to flaws and that you are solely responsible for evaluating any code provided.
12. You acknowledge that the information available in the Services may not always be entirely accurate, complete, or current and may also include technical inaccuracies or typographical errors.

Molecule does not own, operate, or control any underlying blockchain network, smart contract deployed by Users, or third-party infrastructure integrated into the Services, and cannot guarantee the availability, security, correctness, or functionality thereof.

You assume full responsibility for all risks associated with your access to and use of the Services and any digital assets interacted with through the Services. You acknowledge that you may lose access to, or the entirety of, your digital assets.

10. Prohibited Activities

You agree not to engage in, attempt to engage in, or facilitate any activity that:

1. violates any applicable law, regulation, court order, or regulatory requirement;
2. infringes or misappropriates intellectual property, privacy, publicity, or other rights of any third party;
3. constitutes fraud, misrepresentation, deception, or market manipulation;
4. seeks to interfere with, disrupt, compromise, or reverse engineer the integrity, security, or proper functioning of the Services or any related systems;
5. involves hacking, malware, denial-of-service attacks, or unauthorized access;
6. circumvents access controls, token-gating mechanisms, or technical restrictions;
7. uploads, stores, or transmits malicious code or harmful content;
8. uploads or processes personal data where prohibited;
9. uploads or processes data subject to export-control, sanctions, biosecurity, or dual-use restrictions without proper authorization;
10. uses the Services for money laundering, terrorist financing, or other illicit activity;
11. impersonates any person or entity;
12. violates these Terms or any Service-Specific Terms.

11. Intellectual Property

Molecule owns all intellectual property and other rights associated with the services provided under these Services, including, but not limited to, software, text, images, trademarks, service marks, copyrights, patents, designs, Molecule Labs software, databases, algorithms, and any templates, schemas, analytics, or derivative works derived therefrom.

Nothing in these Terms transfers any ownership rights to you.

Any of Molecule’s names, logos, and other marks used in the Services as a part of our services, are trademarks owned by us, our affiliates or its applicable licensors. You may not copy, imitate or use such trademarks without our, or the applicable licensor’s prior written consent.

You acknowledge that certain aspects of our services may use, incorporate or link to certain open-source components and that your use of the services is subject to, and you will comply with, any applicable open-source licences that govern any such open-source components.

Molecule owns all proprietary portions of the Services, including all technology, content and other materials used, displayed or provided in connection with the Services, including all intellectual property rights therein, except for (i) third-party software that our Services incorporate and (ii) components subject to open-source licenses, and hereby grant you a limited, non-exclusive, revocable, non-transferable, non-sublicensable licence to access and use those portions of the Services that are proprietary and not available pursuant to the open-source licences.

The services are non-custodial. When you deposit digital assets into any smart contract, you retain control over those digital assets at all times. The private key associated with the Ethereum address from which you transfer digital assets is the only private key that can control the digital assets you transfer into the smart contracts.

All intellectual property rights, including but not limited to trademarks, logos, and content, Projects and associated materials, are owned by their respective owners. Project teams retain ownership of UGC subject to the licence in Section 7. You agree not to reproduce, distribute, or use any intellectual property without prior written consent from the respective owner.

12. Confidentiality

You agree to maintain the confidentiality of any non-public information obtained through the Services and to use such information solely for lawful purposes.

13. Modifications and Suspension

Molecule may modify, suspend, or discontinue the Services or these Terms at any time. Continued use of the Services constitutes acceptance of the modified Terms.

14. Disclaimers

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

• The Services does not endorse or provide investment advice.
• The Services shall not be liable for any direct, indirect, incidental, consequential, or exemplary damages arising out of or in connection with your participation in the Services.
• Molecule makes no warranties, express or implied, regarding the Service’s reliability, availability, or suitability for your purposes.

15. Indemnification

You agree to defend, indemnify, and hold harmless Molecule, its affiliates, and their respective shareholders, directors, officers, employees, agents, contractors, and representatives from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or relating to:

1. your access to or use of the Services;
2. your User Content;
3. your violation of these Terms or applicable law;
4. your infringement or misappropriation of any third-party rights;
5. any activity conducted through your wallet address.

You expressly agree to fully indemnify Molecule from any claims, regulatory actions, investigations, penalties, or damages arising out of any failure to properly anonymize data or any breach of Section 19.

16. Limitation of Liability

To the maximum extent permitted by applicable law:

1. Molecule shall not be liable for any indirect, incidental, consequential, special, punitive, or exemplary damages, including loss of profits, data, goodwill, or business opportunity;
2. Molecule shall not be liable for any loss arising from blockchain transactions, smart contracts, network failures, or third-party services;
3. Molecule’s total aggregate liability arising out of or in connection with the Services shall not exceed the greater of CHF 100 or the fees paid by you to Molecule in the twelve (12) months preceding the event giving rise to liability.

Nothing in these Terms excludes liability that cannot be excluded under applicable law.

17. Termination and Survival

Molecule may suspend or terminate your access to any or all Services at its sole discretion, with or without notice, including where you breach these Terms or where continued access would expose Molecule to legal, regulatory, or security risk.

Upon termination:

1. your right to access and use the Services shall immediately cease;
2. Molecule shall have no obligation to retain or provide access to User Content;
3. provisions which by their nature should survive shall survive, including without limitation Sections 1, 6, 9, 14, 15, 16, 18, and 19.

18. Governing Law and Jurisdiction

These Terms are governed by the laws of Switzerland, excluding conflict-of-law rules. Exclusive jurisdiction lies with the courts of Zug, Switzerland.

Service-Specific Terms

19. Molecule Labs

Token-Gated Data Storage and Collaboration Interface

19.1 Scope and Nature of Molecule Labs

Molecule Labs is a token-gated, anonymized data storage and collaboration interface intended exclusively for whitelisted Users engaged in scientific research and related activities. Molecule Labs acts as a project management tool, enabling Users to upload encrypted confidential files with modifiable access permissions. Simultaneously it acts as a reporting tool, enabling public file uploads which are surfaced publicly on labs.molecule.xyz, molecule.xyz, molecule.to.

19.2 Eligibility and Access

Access to Molecule Labs is limited to Users expressly whitelisted by Molecule and may require holding specific tokens or wallet credentials. Access is granted at Molecule’s sole discretion.

19.3 Anonymized Data Only and Data Protection Positioning

Molecule Labs is strictly limited to the storage, processing, comparison, and management of anonymous or irreversibly anonymized data only. The Service is not designed or intended for, and explicitly excludes from its functional and legal scope, the collection, processing, or storage of any personal data or personally identifiable information as defined under applicable data protection laws, including Regulation (EU) 2016/679 (GDPR) and the Swiss Federal Act on Data Protection.

You represent, warrant, and undertake that:

1. all data uploaded to Molecule Labs has been fully and effectively anonymized prior to upload;
2. such anonymization is irreversible and consistent with recognized best practices and applicable standards (including ENISA guidance and ISO/IEC 20889);
3. no personal data, re-identifiable data, or special-category data is included in any uploaded dataset;
4. you act as the sole and exclusive data controller for any data uploaded prior to anonymization.

For the avoidance of doubt, Molecule does not act as a data controller or processor with respect to any data uploaded to Molecule Labs and does not have the means or intention to re-identify anonymized data.

Any attempt to upload personal data constitutes a material breach of these Terms and may result in immediate suspension or termination of access, notification to competent authorities where legally required, and full indemnification of Molecule.

19.4 User Responsibility and Data Rights

Users retain ownership of anonymized data uploaded to Molecule Labs service and are solely responsible for its legality and compliance.

19.5 Access Control and Audit Logs

Users control access permissions to their data. Molecule may maintain audit logs for a limited period.

19.6 Confidentiality and Regulatory Restrictions

Users must not upload data subject to export-control, biosecurity, or dual-use regulations without authorization. Molecule may suspend access where regulatory risk arises.

19.7 Suspension and Termination

Molecule may immediately suspend or terminate access to Molecule Labs in case of breach of this Section.

20. Contact

For questions regarding these Terms, contact: legal@molecule.to