The company 'MUSICDEX LLC', a legal entity established and operating under the current legislation of Saint Vincent and the Grenadines, company registration number 3971 LLC 2025, represented by Director Rolen Morris (hereinafter referred to as Party-1), acting on the basis of the Charter, on the one hand, and any individual who has accepted (agreed to) this offer (hereinafter referred to as Party-2), on the other hand, (hereinafter collectively referred to as the Parties), have entered into this public contract within the meaning of Article 633 of the Civil Code of Ukraine (hereinafter referred to as the Contract). This offer is public, and in accordance with Articles 633, 641, and Chapter 63 of the Civil Code of Ukraine, its terms are the same for all persons regardless of their status, without giving preference to one person over another. Unconditional acceptance of its terms (on the grounds specified in this Contract) is considered acceptance of this Offer (hereinafter referred to as the Contract) by Party-2, and the Contract is automatically deemed concluded.

1.1. Acceptance — full and unconditional agreement of Party-2 with all provisions of this Contract and its annexes (if any) without reservations or exceptions. Acceptance is considered to be the fact of using the Website, performing actions by Party-2 that indicate an intention to obtain the ability to invest in the selected Musical Work, including financing the production of video and audio recordings as well as promotional and marketing activities.

1.2. Electronic Platform of Party-1 (Electronic Platform) – an electronic platform and catalog of Musical Works hosted by Party-1 on the Internet at: www.musicdex.co, an informational resource created by Party-1 to provide potential investors with the opportunity to pre-select, listen to, and invest in a chosen Musical Work. The Electronic Platform of Party-1 (Electronic Platform) includes all posted information, texts, graphic elements, design elements, images, photos, video materials, and other intellectual property results, as well as informational and technical means.

1.3. Transaction Fee (Gas) Charged on the Blockchain Network– a payment made for processing and confirmation by the network, which is an integral part of blockchain technology and performs critically important functions, ensuring the seamless operation and stability of the network.

1.4. Musical Work – an object of intellectual property rights of the Rightsholder, whose placement on the Electronic Platform is carried out with permission and agreement from the Rightsholder. The term "Musical Work" in this Contract refers to both a single Musical Work and an unlimited number of Musical Works selected by Party-2 on the Electronic Platform.

1.5. Processing of Personal Data — any action or set of actions performed wholly or partially in an informational (automated) system related to the collection, registration, accumulation, storage, adaptation, modification, updating, usage, anonymization, or destruction of information about a natural person.

1.6. Personal Data — information or a set of information about a natural person who is identified or can be specifically identified.

1.7. Public Offer (hereinafter "Offer", "Contract")— a public proposal addressed to an unlimited number of individuals or legal entities to conclude a Contract under the conditions contained in this Offer.

1.8. Rightsholder – the author of the respective Musical Work.

All terms and definitions not defined in this section shall be interpreted in accordance with the current legislation of Ukraine, and in the absence of such definitions – in their usual meaning.

• 2.2.1. Party-2 independently fills out the appropriate order form provided on the website (Electronic Platform). Completing and confirming this order constitutes acceptance of this Agreement. During registration on Party-1's Electronic Platform, Party-2 must provide mandatory information as specified in the registration form, including full name, contact details (phone, email), and address. Party-1 reserves the right to request additional information from Party-2 necessary for executing this Agreement. If the information provided by Party-2 is incomplete or appears suspicious, or if Party-2 fails to provide additional requested information, Party-1 may refuse to execute this Agreement without any consequences for itself.
• 2.2.2. Party-2 places an order through the designated section of the Electronic Platform, selecting a specific Musical Work.
• 2.2.3. Party-2 purchases a portion of the Musical Work by ordering and paying for the corresponding amount of Tokens. By accepting this Agreement and/or placing an order, Party-2 confirms that such an order is individual and non-refundable, except as required by applicable Ukrainian law.
• 2.2.4. Party-2 pays for the order using the methods available on the Electronic Platform, as specified in Clause 4.10 of this Agreement.
• 2.2.5. Party-2's payment obligations are considered fulfilled once the funds have been received in Party-1's designated account.

4.1. This Agreement has the same legal force as an agreement concluded in simple written form.

4.2. The Agreement is automatically dated at the actual time of acceptance (consent) by Party-2.

4.3. This Agreement (offer) is an official document of Party-1, has legal force, and is made publicly available on the Electronic Platform. Party-1 has the right to amend the text of this Agreement at its sole discretion at any time, without the consent or prior notice of Party-2.

4.4. The absence of a signed paper copy of the Agreement with the signatures of both parties does not constitute grounds to consider the Agreement as not concluded, provided that Party-2 has taken actual actions under it.

4.5. If any provision of this Agreement is deemed invalid by a court, it does not invalidate the other provisions of the Agreement.

4.6. By entering into this Agreement and accepting the offer of Party-1, Party-2 confirms that it is fully acquainted with and agrees to the terms of this offer. Party-2 acknowledges and confirms that it invests solely at its own risk. Party-1 does not provide Party-2 with any guarantees regarding the use of the Electronic Platform or the results of the investment (purchase of the Token and receipt of a share of royalties from the Musical Work).

4.7. Party-2 consents to Party-1 processing its personal data in accordance with the Law of Ukraine "On Personal Data Protection" and other international legal acts. This consent remains valid for the entire duration of the Agreement and for an indefinite period thereafter. Party-2 confirms that it has been informed about the inclusion of its information in Party-1's personal data database and is aware of its rights under the Law of Ukraine "On Personal Data Protection" and other international laws. Party-2 also agrees that Party-1 may provide access to and transfer its personal data to third parties without additional notification to Party-2, in order to fulfill this Agreement and in cases prescribed by applicable legislation. Party-1 uses the received personal data solely for fulfilling its obligations under this Agreement, ensuring proper and full execution in compliance with the terms of this Agreement and the laws of Ukraine, including through automated processing via its Electronic Platform.

4.8. The Parties undertake not to disclose information received from the other Party, except in cases specified in this Agreement.

4.9. By registering on Party-1's Electronic Platform, Party-2 consents to receiving informational messages via SMS and email. Party-2 may unsubscribe from such notifications at any time.

4.10. Any transactions between Party-1 and Party-2, including transactions on the Electronic Platform and partner websites, related to the execution of this Agreement, are carried out using digital payment services (such as Way for Pay, Apple Pay, Google Pay, cryptocurrencies, etc.) and/or through the Starknet blockchain network.

If the payment is made using the Starknet blockchain network, Party-2 is solely responsible for covering the transaction fee (gas) charged by the blockchain network. By using the respective payment service, Party-2 agrees to its terms of use.

4.11. The Parties are liable for non-performance or improper performance of this Agreement in accordance with its terms and the applicable laws of Ukraine.

4.12. Any disputes arising from or related to this Agreement shall be resolved through negotiations, and if unsuccessful, by submitting claims to the court as per the applicable jurisdiction under the laws of Ukraine.

4.13. By accepting the terms of this Offer, Party-2 assumes responsibility towards Party-1 and/or third parties for any claims, lawsuits, damages (actual and indirect), legal or other expenses arising from: violations of this Offer; misuse of the Electronic Platform (Website), unauthorized software manipulations affecting its integrity; violations of the laws of any country or third-party rights; defamation (spreading false information) about Party-1 or third parties associated with it.

4.14. Party-1 is not responsible for any harm caused to Party-2 due to its failure to fulfill obligations under this Agreement.

4.15. Party-1 is not liable to Party-2 for any damages, such as data loss, lost profits, lost revenue, reputational damage, or any other unforeseeable losses.

4.16. Party-2 is personally responsible for any violations of this Agreement.

4.17. Party-2 waives the right to claim compensation from Party-1 for moral or material damages, both during and after the term of this Agreement, except as expressly provided by the laws of Ukraine. In any case, the total liability of Party-1 for any claims related to the execution of this Agreement shall not exceed 200 non-taxable minimum incomes of citizens under Ukrainian law.

4.18. By agreeing to and accepting the terms of this Offer, Party-2 confirms and guarantees to Party-1 that:

• 4.18.1. Party-2 has provided accurate and complete information (including personal data) when registering on Party-1's Electronic Platform and conducting payment transactions.
• 4.18.2. Party-2 voluntarily enters into this Agreement and is fully aware of its terms, including the essential terms such as the subject matter of the Agreement (Offer).
• 4.18.3. Party-2 has all necessary rights and legal capacity to enter into and fulfill this Agreement, including being at least 18 years old, lawfully using payment systems (including banks), has no connections with sanctioned persons or countries, and understands the obligations arising from entering into this Agreement.

4.19. By signing this Agreement, the Parties confirm that it is not a fictitious or sham transaction made under duress or deception.

4.20. If any part of this Agreement is deemed invalid (illegal), the Agreement remains valid without that part.

4.21. Party-1 has the right to unilaterally amend the terms of this Agreement. Publication of the new version is considered sufficient notice to Party-2.

5.1. The Electronic Platform contains materials, trademarks, trade names, and other legally protected materials, including but not limited to texts, photographs, graphic images, musical and sound works.

5.2. The entire content of the Electronic Platform is the property of Party-1 and is protected by the legislation of Ukraine.

5.3. Party-2 does not have the right to use the materials posted on the Electronic Platform, such as: making changes, publishing, transferring to third parties, participating in the sale or assignment, creating derivative documents, etc. Party-2 is not allowed to distribute, modify, adapt, translate, compile, decompile, reverse-engineer, create derivative products, attempt to disclose the source code, copy, analyze data, or use the Service, including its individual parts or components, in a way not intended by its functional purpose. Any other improper use of Intellectual Property Objects without the written consent of Party-1 and/or third parties is prohibited.

Company "MUSICDEX LLC"
Company registration number 3971 LLC 2025
Legal address: Euro House, Richmond Hill Road, P.O. Box 2897, Kingstown, Saint Vincent and the Grenadines.
Mailing address: P.O. Box 2897, Kingstown, Saint Vincent and the Grenadines.