Beta Program Waitlists Rules

These Beta Program Waitlists Rules (these “Waitlists Rules”) apply to all waitlists (the “Beta Program Waitlists”) with respect to participating in the beta program (the “Beta Program”) offered by dYdX Trading Inc. (“dYdX”), pursuant to which you may receive access to use the beta software made available by dYdX (the “Beta Software”). In order to join a Beta Program Waitlist, you must also agree to the Terms of Use (the “Terms of Use”), and the Privacy Policy (the “Privacy Policy”). Please read these Waitlists Rules, the Terms of Use (including with respect to governing law, arbitration, venue for dispute resolution and other dispute resolution matters, indemnification, disclosures and disclaimers, limitations of liability, and exclusions of consequential damages and other claims) and the Privacy Policy carefully before you join a Beta Program Waitlist. Adding yourself to any Beta Program Waitlist indicates your acceptance of these Waitlists Rules, the Terms of Use and the Privacy Policy. If you do not agree with these Waitlists Rules, the Terms of Use or the Privacy Policy, then you should immediately remove yourself from the Beta Program Waitlists.

1. HOW TO JOIN WAITLISTS

There are two (2) Beta Program Waitlists as follows:

• Priority Waitlist: Subject to other provisions in these Waitlists Rules, you will be added to this Beta Program Waitlist if you meet the following requirements:

  • Your trading volume on the dYdX protocol between 16:00 UTC on March 9, 2022 and 16:00 UTC on March 23, 2022 (the “Priority Waitlist Period”) is greater than or equal to one thousand (1000) USD Coin (USDC); and

  • As of 16:00 UTC on March 23, 2022, at the Ethereum network address associated with your dYdX account, (a) you hold one (1) or more Hedgies (as defined in that certain Hedgies License Agreement) or (b) the sum of the Ethereum-based tokens known as DYDX and stkDYDX you hold is greater than or equal to ten (10); and

  • You confirm your email address using the verification link sent to such email address prior to 16:00 UTC on March 23, 2022.

• Referral Waitlist:

  • Subject to other provisions in these Waitlists Rules, you will be added to this Beta Program Waitlist if you sign up at https://ios-beta.dydx.exchange/ (the “Referral Website”), generate a referral link (the “Referral Link”), confirm the email address you used to sign up at the Referral Website using the verification link sent to such email address, and follow any other instructions thereon.

  • Your position on this Beta Program Waitlist will be based on the number of points that you have accrued on the Referral Website (“Points”). You can accrue Points via the following actions:

    • You will receive one (1) Point upon signing up on the Referral Website and generating a Referral Link;

    • You will receive one (1) Point for each third-party platform available on the Referral Website (“Third-Party Platform”) on which you share your Referral Link; and

    • You will receive three (3) Points for each person that signs up on the Referral Website using your Referral Link and generates such person’s own referral link thereon.

Neither the Beta Program nor the Beta Program Waitlists are in any way sponsored, endorsed or administered by, or associated with, any Third-Party Platform.

dYdX reserves the right to (a) with respect to the Priority Waitlist, take snapshots at random times during the Priority Waitlist Period to determine whether you have met the requirements for such waitlist; and (b) with respect to the Referral Waitlist, determine whether Points have accrued in its sole discretion. dYdX’s clock will be the official clock for the Priority Waitlist Period. dYdX reserves the right to limit or refuse your eligibility to join any Beta Program Waitlists for any reason in its sole discretion, including where your participation is prohibited by Applicable Laws (as defined in the Terms of Use). dYdX reserves the right to limit eligibility based on IP addresses, Ethereum network addresses, email addresses or other factors at its sole discretion. If dYdX becomes aware of any violation or attempted violation of these Waitlists Rules or the Terms of Use, in its sole discretion, dYdX may elect to, among other things, (a) prohibit you from participating in the Beta Program and accessing the Beta Software; or (b) remove you from all Beta Program Waitlists.

2. HOW TO USE REFERRAL LINK

dYdX reserves the right to limit the number of times you may use or share the Referral Link. Referral Links must be used only for personal and non-commercial purposes. You agree that you will not:

• Try to get referees or invitees by spamming, bulk emailing, or sending large numbers of unsolicited emails;

• Use, display, or manipulate dYdX intellectual property or the intellectual property of dYdX’s licensors (including dYdX’s or any of its licensor’s logos, trademarks, licensed trademarks and copyright-protected works) in any way, except as to identify yourself as a dYdX user, or dYdX referrer or inviter;

• Create or register any (a) businesses, (b) URLs, (c) domain names, (d) software application names or titles or (e) social media handles or profiles that include the word “dYdX” or any of dYdX’s trademarks (or other licensed trademarks) or any words that are similar to such trademarks.

• Use dYdX’s trademarks (or licensed trademarks) as your social media profile picture or wallpaper or use any of dYdX’s or any of its licensor’s copyright-protected works (including graphics, photos, images, drawings and screenshots from dYdX’s website or app) without dYdX’s express written permission;

• Purchase keywords (including Google AdWords) that contain any of dYdX’s trademarks (or licensed trademarks);

• Use automated systems or bots through any channel to distribute, post or otherwise share the Referral Link;

• Use scripts or programmed or automatic dialers to share the Referral Link;

• Make misleading claims about dYdX, use offensive or abusive content, create fake websites, webpages or social media profiles or apps, misrepresent your connection to dYdX, or otherwise make any false or misleading statements to induce a referee or invitee to use the Referral Link; or

• Use the Referral Link in any manner that violates any Applicable Laws or rights of other persons.

3. BETA PROGRAM WAITLISTS ADMINISTRATION

dYdX hereby reserves the right to amend, suspend or terminate any Beta Program Waitlists at any time with or without prior notice or consent. Administration of the Beta Program Waitlists (including suspension or termination of the Beta Program Waitlists or Beta Program and implementing a maximum number of Beta Program Waitlist participants) is at the sole discretion of dYdX, subject to the Applicable Laws. Any questions relating to eligibility, these Waitlists Rules, the Beta Program or the Beta Software will be resolved at dYdX’s sole discretion, and its decision will be final and binding with respect thereto. dYdX reserves the right to invite other persons who are not on a Beta Program Waitlist to participate in the Beta Program.

4. PRIVACY

By joining a Beta Program Waitlist, you acknowledge and agree that any personal information that you provide will be maintained in accordance with the Privacy Policy. By participating in a Beta Program Waitlist, you hereby (a) grant to dYdX the right to use your name, country of residence, email address and any other information you provide to dYdX (“Personal Information”) for the purpose of administering the Beta Program Waitlists; (b) grant to dYdX the right to use your Personal Information for publicity, promotional, marketing and advertising purposes relating to the Beta Program Waitlists, in any and all media now known or hereafter devised, without further compensation unless prohibited by Applicable Laws; and (c) acknowledge that dYdX may disclose your Personal Information to its third-party agents and service providers in connection with any of the foregoing activities.

5. GENERAL

Sections 11 through 17 of the Terms of Use are incorporated herein by reference, and you are equally subject to those provisions mutatis mutandis with respect to these Waitlists Rules, including that (i) for purposes of Section 11 (Indemnification) of the Terms of Use, references to the Services thereunder include the Beta Program Waitlists and references to the Terms thereunder include these Waitlists Rules, and (ii) Section 13 (Exclusion of Consequential and Related Claims) and Section 14 (Limitation of Liability) will apply to any and all acts and omissions of dYdX related to the Beta Program Waitlists and any other subject matter of these Waitlists Rules. Except to the extent otherwise provided or unless the context otherwise requires, for purposes of these Waitlists Rules: (a) the headings in these Waitlists Rules are for reference purposes only and do not affect in any way the meaning or interpretation of these Waitlists Rules; (b) whenever the words “include,” “includes” or “including” are used these Waitlists Rules, they are deemed to be followed by the words “without limitation”; and (c) the use of “or” is not intended to be exclusive.