Last Updated: [Date Placeholder, e.g., 11 July 2025]

1. Introduction

1.1 These Terms and Conditions ("Terms") govern your access to and use of the Quark After-branded card issuance, digital wallet, mobile application, and related services and platform technologies (collectively, the "Services"), which are provided to you by JIAOZI FINANCIAL TECHNOLOGY CO., LIMITED, a company incorporated in Hong Kong (hereinafter referred to as “JIAOZI”, “we”, “us” or “our”).

1.2 Quark After is a brand owned and operated by JIAOZI. Please read and understand these Terms before using these SERVICES, so that you are aware of your legal rights and obligations. By completing the registration process and/or using the SERVICES, you shall be deemed to have expressly read, understood, and agreed to be bound by these Terms.

2. Definitions

In these Terms, as well as other related terms, agreements, policy and rules, the following words shall have the meaning and/or understanding as set forth below:

“App” means the mobile application software owned and released by Issuer, and available for download for Android or IOS, including all content and services made available on or through the same, and any and all updates, upgrades, supplements, releases and versions thereof.

“Account” means the account established in respect of the SERVICES provided by Issuer for the purpose of recording Transactions and other items.

“Applicable Law” means any applicable common and civil law, principles of equity, and laws made by any government, relevant authority, or judicial body, including but not limited to any regulations, rules, court judgments, decrees, directives, policies, circulars, codes, guidelines or any other instruments (whether they have the force of law or not), and any amendments, replacements, modifications, consolidations, or re-enactments of any of the fore-mentioned.

“Issuance Services” means the card issuance services provided by Issuer or its Partner, which enable the issuance of the Quark After Card under the relevant Card Network.

“Card Network” means any international credit, debit and/or prepaid card network which is applicable in respect of your Quark After Card.

“Card Network Rules” means the by-laws, rules, regulations, orders, requirements and interpretations issued by the Card Network or otherwise communicated to us and which are applicable to the acceptance of Card Transactions, as amended from time to time by the Card Network.

“Digital Wallet” means the digital wallet provided and hosted by the Issuer or Custodian which allows a user to store with the types of virtual assets that have been approved by Issuer.

“Custodian” means a third-party entity designated and appointed by Issuer to provide secure Digital Wallet services for the holding and management of virtual assets. The Issuer may select, evaluate, and if necessary, change the Custodian from time to time at its sole discretion.

“Authorized Device” means the mobile communications or other device successfully registered by you for use in connection with the App and Services.

“Fees” means all applicable fees and charges imposed by Issuer, the relevant services provider, the Custodian, the Card Network and/or otherwise in relation to the use of the Services.

“Merchant” means a retailer, merchant or other supplier of goods and/or services which accepts payment by means of a card, card number, PIN or card and signature.

“PIN” means such code or number that is used for the purpose of identification when you give any instruction or conduct any transaction with your Quark After Card or when you access any other SERVICES.

“Quark After Card” means Quark After credit card or debit card, available as either a virtual or physical card, which is provided to you by Issuer, allowing for transactions.

3. Authorized Device

3.1 You acknowledge and agree that, in connection with your use of the App, you shall at your own cost:

(i) obtaining all necessary hardware, software and communications services necessary for your use of the App;

(ii) installing antivirus or other mobile security software on your Authorized Device to protect against any security or other vulnerabilities which may arise in connection with your use of the App; and

(iii) installing updates and patches for the App and your Authorized Device in a prompt and timely manner.

3.2 Without prejudice to the foregoing and any other terms, you shall be solely responsible and liable for all access to and use of the App and SERVICES through your Authorized Device, notwithstanding that such access may have been effected without your knowledge, authority or consent. The Issuer shall not be liable to you for any loss or damage resulting from such use.

4. Onboarding

4.1 By registering and/or using the SERVICES, you represent and warrant that:

(i) you have read, understood and agreed to our Privacy Policy;

(ii) you are at least 18 years old, or the minimum age required under the relevant Applicable Laws for using the SERVICES, and have not previously been suspended, banned from the Services, nor prohibited by any Applicable Laws.

(iii) you have full civil rights and capacity, are able to independently bear legal responsibilities, and have all necessary power and authority to enter into these Terms.

(iv) you are not impersonating any other person, operating under an alias or otherwise concealing your identity.

4.2 In addition to the above, you shall ensure all information provided is always accurate and up to date. We may confidentially verify your information, and we are entitled, in our sole discretion, to refuse your application for or to suspend, terminate or limit your use of the SERVICES.

5. The SERVICES

5.1 Through the website and/or App, you could access to the SERVICES include but not limited to:

(i) Digital Wallet: which you could deposit multiple Supported Tokens to . The Issuer and/or Custodian will manage the virtual assets held in the Digital Wallet on your behalf and in accordance with these Terms.

(ii) Issuance Services: you may apply for Quark After Cards with a “physical” Card, or a “virtual” Card. Should the relevant card scheme and/or programme allow, you may use the Card to enter into the following transactions (hereinafter referred to as “Transactions”):

l purchasing goods and/or services from Merchants affiliated with the card scheme on your Card;

l making cash withdrawals from automatic teller machines (“ATM”).

(iii) top-up money to your Quark After Cards.

(iv) change the settings associated with your Quark After Cards, e.g. setting and changing your Quark After Card PIN number, disabled, enabled or blocked your Quark After Cards;

(v) view the Transactions history of your Digital Wallet and Quark After Cards. Statements. No paper statements will be provided by the Issuer.

5.2 You acknowledge and agree that the virtual assets in the Digital Wallet will be managed by Quark After Fintech and/or Custodian, to ensure the proper functions of the Quark After Cards, for security purposes and/or for compliance with Applicable Law.

5.3 The Issuer make no guarantee that specific services, features, components, or content will always be available, and it may update, modify, suspend, or restrict access to, or discontinue any part or all of the SERVICES, without notice or liability to you.

6. Card Activation and Use

6.1 In order to start using the Quark After Card, you may be required to activate it through the App.

6.2 Unless earlier terminated, each Quark After Card will be valid for the period as may be determined by the Issuer and as indicated on the App. You shall keep your Physical Card and the details of the Virtual Card (as applicable) in a safe place and protect it against unauthorized access or use by third parties.

6.3 You shall not use your Quark After Card in relation to any transaction or activity which is illegal or prohibited under Applicable Laws.

6.4 You shall be liable for all Transactions whether or not executed with your knowledge or authority, regardless of how such transactions were effected, including without limitation where arising in connection with your negligence.

6.5 You shall promptly notify us without undue delay upon discovering that there has been any:

(i) Your Authorized Device and/or Quark After Card has been or potentially has been lost, stolen or misappropriated;

(ii) inappropriate or unauthorized Transactions relating to your Quark After Card.

(iii) inappropriate or unauthorized disclosure of and/or use of your PIN and/or any of the card data; and/or

(iv) inappropriate or unauthorized access to and/or use of your Account, SERVICES effected using your PIN and/or any of your card data.

6.6 You shall promptly take such steps as may be specified by us in relation to the foregoing matters (including to change your PIN).

7. Disputes and Chargebacks

7.1 You shall contact us at [support@quarkfintech.com] without undue delay in the event of any dispute regarding the validity of any card Transaction or request for Chargeback no later than 60 days after the transaction date in respect of a dispute to be reviewed and raised. We will assist you in resolution of the dispute or direct such request to the Merchant or the relevant Card Network for processing.

7.2 You may be required to provide information and/or supporting documents that the Issuer and/or the relevant Card Network may require, including but not limited to furnishing a written explanation of the dispute or Chargeback request and/or a copy of the related sales transaction receipt.

7.3 You may charge your money back only when it is proved on your benefit after investigation. You agree that the decisions of the Issuer and/or the relevant Card Network on all matters relating to or in connection with such dispute or Chargeback request is final and conclusive and binding on you.

7.4 Any fees imposed by the Issuer and/or the relevant Card Network for the processing of such dispute or Chargeback request may be deducted from the Digital Wallet Balance or claimed from you and shall not be refundable.

7.5 In any event, you acknowledge and agree that the Issuer and the relevant Card Network shall not be liable to you in respect of any matter relating to or arising out of such dispute or Chargeback request.

8. Digital Wallet

8.1 Your virtual assets deposited in the Digital Wallet are held in custody by us or a third-party Custodian. By using the Digital Wallet, you confirm that you understand the inherent risks, including but not limited to:

(i) system risks: risks related to the operation and security of the Digital Wallet systems and platforms;

(ii) market risks: risks arising from the volatile nature of virtual currencies and their fluctuating market values;

(iii) regulatory risks: risks associated with changing regulations and legal compliance of the Digital Wallet Service;

(iv) security risks: risks related to the potential loss or theft of virtual assets due to cyberattacks or breaches by the Custodian; and

(v) operational risks: risks arising from operational failures, errors, or disruptions in the Digital Wallet.

8.2 The Issuer and its affiliates are not liable to you or any other person in respect of any losses, damages or liabilities associated with your Digital Wallet or any virtual assets held therein or otherwise caused by or attributable to the actions or omissions of the Custodian.

8.3 Your Digital Wallet comprises individual vault accounts designated for respective users for the purpose of initial storage of the approved virtual assets. Subsequently, all such virtual assets of different users will be swept into a ring-fenced, pooled, centralized omnibus vault account.

8.4 No interest will be paid for virtual assets maintained in the Digital Wallet. Should the Issuer decide to change the Custodian, you authorize the Issuer to transfer all the virtual assets held in the Digital Wallet to the new Custodian.

8.5 The Digital Wallet is not a deposit account and the virtual assets held therein are not qualified for protection by the Deposit Protection Scheme (as referred to in the Deposit Protection Scheme Ordinance (Cap. 581 of the Laws of Hong Kong) in Hong Kong.

9. Top-ups

9.1 The Digital Wallet only accepts Supported Tokens as valid forms of virtual assets for top-ups. You are responsible for ensuring that you only send Supported Tokens to the Digital Wallet. Any assets sent to the Digital Wallet that are not Supported Tokens may be irretrievably lost.

9.2 You hereby represent and warrant that all virtual assets used to top-up your Digital Wallet are legally and beneficially owned by you, and are not subject to any liens, encumbrances or legal disputes. You also affirm that these assets are not derived from, nor connected with, any unlawful activities.

9.3 Each of the Issuer and the Custodian has the right to conduct thorough know your customer (KYC) checks, know your transaction (KYT) checks, anti-money laundering (AML) checks and other due diligence checks on all virtual assets and transactions associated with your Digital Wallet.

10. Pre-authorization and Settlement

11.1 If your Quark After Card is a credit card, the card transactions made on this credit card will be settled by the Issuer. You authorize the Issuer to freeze your Digital Wallet with the amount of each Card Transactions and any relevant Fees for this purpose, together with any buffer as further described on the App and the website as may be applicable at the Issuer's sole discretion at the time of the relevant Card Transactions

11.2 When you top-up money into or settle your Quark After Card, you authorize the Issuer to convert (where applicable) and deduct the virtual assets (“Settlement Assets”) from your Digital Wallet into any stablecoins or fiat currencies (“Converted Assets”) at the discretion of the Issuer, with reference to the prevailing market exchange rate between the Settlement Assets and the relevant Converted Assets at the time of such conversion as may be applied at the discretion of the Issuer.

12. Fees

12.1 Your use of the SERVICES may be subject to certain Fees, which will, if applicable, be debited from your Digital Wallet Balance, deducted at the settlement of your Card Balances or otherwise charged to you separately. You undertake to settle any outstanding Fees immediately upon request, failing which we may suspend or limit your use of the SERVICES.

12.2 The Issuer may in its sole discretion introduce additional Fees or otherwise adjust or update the Fees from time to time. All applicable Fees are exclusive of any applicable taxes and the actual Fee charged will be increased to account for any such applicable taxes.

12.3 All Fees paid shall be non-refundable.

13. Compliance with Applicable Laws

13.1 You agree to comply with all Applicable Laws. When using our SERVICES, you acknowledge that your actions are in a legal and proper manner and the digital assets top-up to the Wallet are not from illegal activities. We may at our discretion or in coordination with local law enforcement authorities seize, restrict or close your account, fiat currency and digital assets as well as report you to any legal or government authority.

13.2 Compliance with KYC Principles and Anti-Money Laundering Regulations. You must pay special attention to your local anti-money laundering regulations. Failure to do so may place you and/or your assets at risk. We are committed to providing you with safe, compliant, and reputable SERVICES. Thus, we may also require a comprehensive and thorough due diligence review process as well as any implementation processes, ongoing analysis, and reporting. This may include but is not limited to monitoring for any suspicious Transactions as well as mandatory reporting to relevant local and international regulators. You agree to allow Issuer to collect certain information and documentation on file in order to adhere to Applicable Laws. Please note that this right will extend beyond termination of your relationship with Issuer, including the abandonment of your account and/or wallet or any other related applications

14. Suspension, Change, and Termination

14.1 While using the SERVICES, you agree and acknowledge the possibility of discontinuation and disruption of the SERVICES. You further acknowledge and agree that Issuer will not be liable for any Losses.

14.2 Issuer may change the SERVICES and may also interrupt, suspend or terminate the SERVICES at any time with or without prior notice.

14.3 Issuer reserve the right, in its sole discretion, to discontinue or terminate any part or all of the SERVICES (including freezing or closing your Digital Wallet, refusing to process any card Transactions, or reversing any card Transaction that you have effected) without notice, temporarily and/or permanently, including but not limited to, the following cases:

(i) If the Personal Data you have provided is not true or inconsistent with the information at the time of registration

(ii) If you violate Applicable Laws or these Terms;

(iii) If required by any provisions of Applicable Laws, as well as the requirements of relevant government authorities;

(iv) For security reasons or any other reasonably necessary circumstances.

(v) where the Issuer suspects that a transaction effected by you is potentially connected to any unlawful activities (including but not limited to money laundering, terrorism financing and fraudulent activities); or

14.4 You shall not be entitled to any payment, compensation or damages from us in relation to any suspension or termination of your use of the SERVICES, for any reason whatsoever, and it shall not release you from any liability or responsibility on your part, which at the time of such suspension or termination, has already accrued.

15. Limitation of Liability

15.1 EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL OTHER REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, MADE TO YOU, YOUR AFFILIATES OR ANY OTHER PERSON, INCLUDING WITHOUT LIMITATION, ANY WARRANTIES REGARDING QUALITY, SUITABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE (REGARDLESS OF ANY COURSE OF DEALING, CUSTOM OR USAGE OF TRADE) OF ANY SERVICE OR ANY GOODS PROVIDED INCIDENTAL TO THE SERVICES PROVIDED UNDER THESE TERMS.

15.2 LIMITATION OF LIABILITY. ISSUER’S AGGREGATED LIABILITY IN CONNECTION WITH THESE TERMS SHALL NOT EXCEED THE GREATER OF (A) $100 US DOLLARS OR (B) THE FEES ISSUER RECEIVED FROM YOU IN THE 12 MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE LIABILITY.

15.3 EXCEPT AS OTHERWISE REQUIRED BY LAW, IN NO EVENT SHALL ISSUER, OUR AFFILIATES, DIRECTORS, MEMBERS, EMPLOYEES, OR AGENTS BE LIABLE FOR (1) ANY LOSSES OR DAMAGE OR CLAIMS DUE TO AN UNUSUAL OR UNFORESEEABLE EVENT, OUTSIDE THE REASONABLE CONTROL OF US AND THE CONSEQUENCES OF WHICH COULD NOT HAVE BEEN AVOIDED EVEN IF ALL DUE CARE HAD BEEN EXERCISED (INCLUDING BUT NOT LIMITED TO FORCE MAJEURE, EVENTS OF WAR OR CIVIL UNREST, NATURAL DISASTERS, STRIKE, LOCK-OUT, TRAFFIC DISRUPTION, ACTS OF DOMESTIC OR FOREIGN GOVERNMENTAL AUTHORITIES); (2) ANY LOSSES OR DAMAGE OR CLAIMS ARISING FROM OR IN CONNECTION WITH: (I) ANY DELAY, SUSPENSION, DISCONTINUANCE OR FAILURE OF THE APP OR SERVICES; (II) ANY REJECTION OF THE Quark After CARD; (III) ANY REFUSAL TO PROCESS OR AUTHORIZE ANY TRANSACTION FOR ANY REASON; (IV) YOUR INABILITY TO EFFECT OR COMPLETE ANY TRANSACTION DUE TO SYSTEM MAINTENANCE OR BREAKDOWN / NON-AVAILABILITY OF THE APP, NETWORK, OUR HARDWARE OR SOFTWARE OR THAT OF ANY THIRD PARTIES; (V) USE OF YOUR AUTHORIZED DEVICE AND THE SERVICES BY THIRD PARTIES, WHETHER AUTHORIZED OR UNAUTHORIZED BY YOU; (VI) ANY THEFT OR LOSS OF YOUR AUTHORIZED DEVICE; (VII) CAUSED BY US DUE TO COMPLIANCE WITH APPLICABLE LAWS, COURT ORDERS, AND/OR CARD NETWORK RULES (3) ANY SPECIAL, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO, LOSS OF USE, LOSS OF PROFITS OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), OR (4) ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE BY ANY USER ON ANY INFORMATION OBTAINED FROM US. PLEASE NOTE THAT SOME JURISDICTIONS MAY NOT ALLOW THESE EXCLUSIONS OR LIMITATIONS OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, AND THUS, THESE PROVISIONS MAY NOT APPLY TO ALL USERS.

15.4 The Issuer shall not be liable for fault on the part of any third-party service providers instructed by us. In such cases, the Issuer's liability shall be limited to using reasonable care in the selection, appointment and instruction of such third-party service providers (but not of any sub-contractor or other third-party such third-party service provider may use).

16. Indemnification

You agree to indemnify and hold the Issuer, each of its affiliates and third party service providers, and each of their respective officers, directors, agents, employees and representatives, harmless from any claim or demand (including attorneys’ fees and any fines, fees or penalties imposed by any regulatory authority) arising out of or related to (i) your breach of these Terms; (ii) your use of the App, the SERVICES; (iii) your violation of any rule or regulation, or the rights of any third-party; and (iv) any transactions resulted from your wilful default, fraud, gross negligence or breach of these Terms.17–23. Remaining Clauses

17. Amendment and Variation

These Terms may from time to time be updated or amended. Such updated Terms as posted will take effect immediately upon posting on the App and the website. You should regularly check the App and the website to inform yourself of any such changes. By continuing to use the App, the Quark After Card and/or the Digital Wallet, and any other SERVICES after any such changes have taken effect, you are indicating your acceptance of the updated or amended Terms.

18. Assignment and Subcontracting

You may only transfer your rights or your obligations under these Terms to another person if we agree to this in writing.

We may transfer our rights and obligations under these Terms to another organization. We will always tell you in writing if this happens and we will ensure that the transfer will not affect your rights under these Terms.

19. Severability

If any provision of this Terms is deemed illegal or unenforceable, such illegality, invalidity or unenforceability shall not affect the legality, validity and enforceability of any other provision of this Terms, which shall be construed as if such illegal, invalid or unenforceable provision had not been included in this Terms, unless the severability of such illegal, invalid or unenforceable provision would destroy the underlying purposes of this Terms. Such provision will be changed and interpreted to accomplish the objectives of the provision to the greatest extent possible under any Applicable Laws.

20. Entire Agreement and Language

20.1 This Terms shall constitute the entire agreement between you and Issuer regarding the matters herein, and supersedes all prior and contemporaneous agreements, proposals or representations, written or oral, concerning its subject matter.

20.2 These Terms are concluded in the English language and all communications including any notices or information being transmitted shall be in English. If these Terms or any part of it is translated (for any proceedings, for your convenience or otherwise) into any other language, the English language text of these Terms shall prevail.

21. Waiver

No failure or delay by Issuer in exercising any rights under this Terms of any particular breach or default by you shall impair the right of Quark After in respect of any other breach or default by you. No failure of Issuer to insist on strict compliance by you shall constitute a waiver of rights hereunder. Whenever the consent of Issuer is required under this Terms, the granting of such consent by Issuer in any one instance shall not constitute continuing consent to subsequent instances where such consent is required and in all cases such consent may be granted or withheld in the sole discretion of Issuer.

22. Notices and Communications

22.1 By using the SERVICES, you agree that the Issuer, its related corporations, third-party service providers, contractors or sub-contractors may provide you with any notices or other communications electronically: (a) via email (in each case to the address that you provide), SMS message, or telephone call (in each case to the phone number that you provide), or (b) by posting to the website. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted.

You acknowledge and agree that in the event of any dispute arising in connection with your use of the Services, our records (including electronic, computer and microfilm stored records) of all matters relating to your use of the SERVICES and/or of you (including Transaction History) at any specified date shall be conclusive of their accuracy and authenticity and shall be binding on you for all purposes whatsoever. In addition, you agree to the admissibility of such documents without further requirement of proof of authenticity or accuracy in a court of law under applicable evidentiary law, rules and/or regulations.

22.2 We prefer receiving notices to us electronically through our support system at [support@Quarkfintech.com].

23. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of Hong Kong. The parties agree to submit all disputes arising out of or in connection with these Terms to the exclusive jurisdiction of the courts of Hong Kong.