General Terms and Conditions
Bitpanda GmbH & BAM

Annex I

General Terms and Conditions
Bitpanda Loyalty Program

1. Scope and General Provisions

1.1 The general terms and conditions herein govern the business relationship regarding the Bitpanda Loyalty Program between Bitpanda GmbH and participants of the Bitpanda Loyalty Program (“Loyalty TC”).

1.2 Certain Bitpanda Clients may participate in a loyalty program maintained by Bitpanda GmbH ("Bitpanda Loyalty Program").

1.3 BEST 2.0 TC. The basis for the determination of rights and obligations in connection with BEST, are governed exclusively from the associated Bitpanda Ecosystem Token 2.0 TC (“BEST 2.0 TC”) (https://www.bitpanda.com/en/legal/bitpanda-ecosystem-token-best-2-0-terms-explanatory-notes).

1.4 Bitpanda provides its solutions and products also inter alia for banks, fintechs and asset managers who use the Bitpanda Systems to enable the trading of Token available on Bitpanda Systems on their respective platforms and frontends (“Bitpanda Technology Solutions Partner”). For the avoidance of doubt, any and all benefits potentially and voluntarily granted by Bitpanda GmbH under the Bitpanda Loyalty Program are solely granted to Bitpanda Clients, excluding users of Bitpanda Technology Solutions Partners regardless of whether a Bitpanda Client Account is created for them via the Bitpanda Technology Solutions Partner platform

1.5 The provisions of the general terms and conditions of Bitpanda Group ("Group TC") as well as the Annexes and Definitions of the Group TC, available under https://www.bitpanda.com/en/legal/bitpanda-group-general-terms-conditions and the general terms and conditions of Bitpanda GmbH, available under https://www.bitpanda.com/en/legal/bitpanda-general-terms-conditions ("GmbH & BAM TCs") are hereby agreed upon.

2. LP Participant

2.1 Participation in the Bitpanda Loyalty Program. Bitpanda Clients may join the Bitpanda Loyalty Program for free. They can do so by (i) having accepted these Loyalty TCs and (ii) the BEST 2.0 TC.

2.2 The Bitpanda Loyalty Program is only offered for Bitpanda Clients that reside in countries that legally permit the participation in the Bitpanda Loyalty Program.

2.3 A Bitpanda Client participating in the Bitpanda Loyalty Program is called a "LP Participant".

3. Amendments to the Loyalty TC

3.1 Material Changes (as defined below) to the Loyalty TC, including this point, require the explicit or implied agreement with the LP Participant.

3.2 “Material Changes” are any changes or amendments (i) with respect to a primary obligation (Hauptleistungspflicht) or (ii) that significantly alter the contractual relationship in a way that they tantamount to the conclusion of a new agreement. For instance (without being limited thereto), any changes or amendments to payment obligations of the LP Participant would qualify as such Material Change.

3.3 Other changes or Editorial Changes (as defined below) to the Loyalty TC which do not qualify as Material Changes, may be made for objectively justified reasons at any time and become effective:

3.3.1 if no specific effective date is indicated: at the earlier of (i) the LP Participant explicitly accepting the amended Loyalty TC (for example on Bitpanda Systems) or (ii) two months having passed after the publication such changes or amendments, subject to the LP Participant not objecting under point 3.4; respectively.

3.3.2 if a specific effective date (after the publish date) is indicated: at the later of (i) the specified effective date and the (ii) earlier of (a) the LP Participant explicitly accepting the amended Loyalty TC (for example on Bitpanda Systems) or (b) two months having passed after the publication such changes or amendments, subject to the LP Participant not objecting under point 3.4.

3.4 The LP Participant's consent shall be deemed granted if the LP Participant doesn't object in textform or electronically (e.g. by e-mail or via the Bitpanda Client Account). In the amendment offer, the LP Participant is informed that (i) its silence by failing to object in writing or electronically (e.g. by e-mail or via the Bitpanda Client Account), within the deadline as set out in point 3.3.1 or 3.3.2, shall be deemed as consent to the amendments, as well as that (ii) a Bitpanda Consumer Client shall have the right to terminate its contract and the services agreed under the contract without notice until the amendments take effect.

3.5 Without the LP Participant's explicit consent, other changes may only be made for good reason and only provided there has been a risk weighting, properly balancing the interest of Bitpanda or the community of the LP Participant's against the interest of the LP Participant, i.e.:

3.5.1 due to the offering of new services, which are either free of charge or may not or only optionally be utilised by the LP Participant;

3.5.2 there are no disadvantages to the LP Participant;

3.5.3 due to regulatory or tax law requirements;

3.5.4 due to the change of service providers or contractors;

3.5.5 due to the need to have consistent Loyalty TC due to Bitpanda’s international expansion;

3.5.6 the amendment or implementation of secondary obligations; or

3.5.7 any reasons comparable to the ones described above.

3.6 “Editorial Changes” are changes to clarify unclear provisions, adjustments to formats or fonts.

3.7 For Bitpanda Business Clients, Material Changes may be affected according to points 3.3 and 3.4.

4. Bitpanda Loyalty Program Benefits

4.1 Until further notice and subject to point 5, LP Participants may benefit from the loyalty benefits, rewards or other perks set out in Enclosure 1 hereto ("LP Benefits"). Enclosure 1 shall be an integral part of these Loyalty TC.

4.2 The extent to which a LP Participant may receive LP Benefits under the Bitpanda Loyalty Program depends on certain factors, for instance the number of BEST held by such LP Participant or the trading and investment activity on Bitpanda Systems, as further set out in Enclosure 1.

4.3 BEST Rewards and any and all actual or contingent other LP Benefits under the Bitpanda Loyalty Program are voluntarily offered by Bitpanda GmbH; LP Benefits are to be considered a gift from Bitpanda GmbH to the LP Participant. LP Participants shall therefore not have any claims against Bitpanda GmbH and/or any of its Affiliates in relation to any LP Benefits. However, gifts already received (e.g. BEST Rewards) cannot be reclaimed from the Bitpanda Client.

4.4 No LP Participant shall have a claim against Bitpanda GmbH for cash redemption or replacement by Bitpanda GmbH of any equivalent value of the LP Benefits provided to the LP Participant via this Bitpanda Loyalty Program.

4.5 Should the LP Participant, for technical or any other reason, mistakenly receive benefits or perks from this Bitpanda Loyalty Program, the LP Participant is obliged to inform Bitpanda about this immediately. Bitpanda is entitled to reclaim these falsely obtained benefits or advantages - if they are refundable - and the LP Participant is obliged to return them.

5. Termination

5.1 LP Participants may terminate participation in the Bitpanda Loyalty Program at any time with immediate effect by notifying Bitpanda GmbH in text form or on Bitpanda Systems.

5.2 The Bitpanda Loyalty Program may be terminated by Bitpanda GmbH in writing by email to the Bitpanda Client and with a notice period of at least 8 weeks.

5.3 All other products and services on Bitpanda Systems remain unaffected.

5.4 This point has no effect on the provisions for the termination for cause, according to point 12 of the Group TC.

6. Taxes

Any LP Benefits under this Bitpanda Loyalty Program may be subject to income tax or other taxes or fees for LP Participants. Each LP Participant is solely responsible for payment of all such taxes and for disclosure to third parties. Bitpanda will never be liable for any tax liabilities, levies or other charges in connection with LP Benefits to LP Participants.

Enclosure 1 – Bitpanda Loyalty Programme Benefits

Until further notice and subject to point 5 (Termination) of the Loyalty TC, LP Participants may benefit from the LP Benefits set out in this Enclosure 1. Any LP Benefits and the eligibility criteria to receive LP Benefits may be delayed, changed or amended by Bitpanda GmbH anytime. 

1. BEST VIP Levels / Bitpanda Club Status 

1.1 A LP Participant may benefit from LP Benefits under the Bitpanda Loyalty Program depending on such LP Participant reaching a certain "BEST VIP Level" or “Bitpanda Club Status” as outlined in point 1.2.

1.2 Reaching a BEST VIP Level depends on the number of BEST held in your Bitpanda Broker Wallet by a LP Participant from time to time. Reaching a Bitpanda Club Status depends on the trading volume of the last 6 months of the LP Participant. The following levels are distinguished:

2. LP Benefits

2.1 BEST VIP Level 1

LP Participants holding at least 10 BEST will reach BEST VIP Level 1. LP Participants with BEST VIP Level 1 are eligible for the following LP Benefits: 

2.1.1 actively claim Weekly Base Rewards as outlined in point 5.8;

2.1.2 actively claim additional Trading Rewards as outlined in point 5.10; 

2.1.3 receive Instant Trade Bonus as outlined in point 5.11; and

2.1.4 receive exclusive access to perks and benefits from Company Partners as outlined in point 3.

2.2 BEST VIP Level 2

LP Participants holding at least 1,000 BEST will reach BEST VIP Level 2. LP Participants with BEST VIP Level 2 are eligible for the following LP Benefits: 

2.2.1 all the LP Benefits the LP Participants with BEST VIP Level 1 - but the amount of rewards/benefits depends on their BEST VIP Level 2;

2.2.2 additional collection of Weekly Bonus Rewards as outlined in point 5.9;

2.2.3 participation in VIP Asset Voting as outlined in point 4.

2.3 BEST VIP Level 3

LP Participants holding at least 5,000 BEST will reach BEST VIP Level 3. LP Participants with BEST VIP Level 3 are eligible for the following LP Benefits: 

2.3.1 all the LP Benefits LP Participants with BEST VIP Level 2 - but the amount of rewards/benefits depends on their BEST VIP Level 3;

2.3.2 enjoy several Bitpanda Card Benefits;

2.3.3 benefits from the BEST VIP Affiliate Bonus as outlined in section 8.

2.4 BEST VIP Level 4

LP Participants holding at least 10,000 BEST will reach BEST VIP Level 4. LP Participants with BEST VIP Level 4 are eligible for the following LP Benefits: 

2.4.1 all the LP Benefits the LP Participants with BEST VIP Level 3 - but the amount of rewards/benefits depends on their BEST VIP Level 4;

2.4.2 benefits from lower deposit fees for credit card and SOFORT payments;

2.5 BEST VIP Level 5

LP Participants holding at least 50,000 BEST will reach BEST VIP Level 5. LP Participants with BEST VIP Level 5 are eligible for the following LP Benefits: 

2.5.1 all the LP Benefits the LP Participants with BEST VIP Level 4 - but the amount of rewards/benefits depends on their BEST VIP Level 5;

2.5.2 enjoy exclusive Bitpanda VIP Customer Support as outlined in section 7.

2.6 Club Gold

LP Participants who have actively traded in the last 6 months, completed at least 5 trades and reached a trading volume of more than EUR 100,000 in one of the last 6 months, achieve Bitpanda Club Gold Status and can participate in VIP Asset Voting, as outlined in point 4 as well as benefit from Bitpanda Club Program benefits pursuant to point 7.

3. Partner Benefits

3.1 LP Participants with a BEST VIP Level get exclusive access to perks and benefits from certain companies and organisations, which cooperate with Bitpanda in order to offer Bitpanda Clients LP Benefits, ("Company Partners").

Depending on your BEST VIP Level, LP Benefits from Company Partners may become more significant and more exclusive.

3.2 Bitpanda makes no representations, with respect to type, quality or fitness of goods or services provided through the Bitpanda Loyalty Program by Company Partners. Bitpanda shall in particular not be liable for any benefits or perks from Company Partners to which the Participant gains access through this Bitpanda Loyalty Program .

4. BEST VIP Asset Voting 

4.1 LP Participants from BEST VIP Level 2 and higher and Bitpanda Club Gold have a vote in deciding which Token (A-Token, E-Token or M-Token) should be offered and traded in the future on Bitpanda Systems (“VIP Asset Voting”). For the avoidance of doubt, the LP Participant has neither voting rights in Bitpanda GmbH or any of its Affiliates or its governance, strategy and similar votes nor to any profit distributions or company decisions of any kind.

4.2 For this purpose, Bitpanda will conduct VIP Asset Voting on a regular basis. As soon as a new VIP Asset Voting goes live, Bitpanda will inform about it on social media and/or a blog post.

4.3 LP Participants (with BEST VIP Level 2 or higher and Bitpanda Club Gold) who are eligible to vote will be informed about all further voting processes the first time they log in to their Bitpanda Client Account via pop-up.

4.4 For purposes of voting, each LP Participant with BEST VIP Level 2 or higher and Bitpanda Club Gold may vote one time (for single choice voting) or multiple times (for multiple choice voting). Any amount of BEST held by an eligible LP Participant above the required BEST VIP Level 2 threshold shall not be relevant for voting purposes and therefore does not confer more voting power. LP Participants who have reached BEST VIP level 2 or higher and also reached Bitpanda Club Gold have no additional voting right. 

4.5 The voting results are published anonymously by Bitpanda as a blog post https://blog.bitpanda.com/en and/or on other Bitpanda mediums such as Bitpanda’s social media channels or Bitpanda’s website. 

4.6 Following the results of the votes cast for a potential listing of a Token in the course of a VIP Asset Voting, Bitpanda will make reasonable efforts, but does neither guarantee nor promise, to offer (or not offer) such digital asset via Bitpanda Systems in the future. 

5. Rewards 

Eligible LP Participants. LP Participants may be entitled to collect BEST through the BEST rewards system as set out in this point 5. To be eligible to do so, a LP Participant must (i) have a VIP Level status as outlined in point 1.2, (ii) hold such number of BEST required for the VIP Level in their Bitpanda Broker Wallet, (iii) buy or sell at least one digital asset once a week on Bitpanda Systems (the Conversion of Cash Plus A-Token is excluded and does not constitute a purchase or sale of a digital asset), (iv) actively accept these Terms and (v) actively claim these BEST Rewards.

5.2 Reward System. The following rewards are offered within the Bitpanda Loyalty Program: Weekly Base Rewards according to point 5.5, Weekly Bonus Rewards according to point 5.6, Trading Rewards according to point 5.7 (collectively referred to as "BEST Weekly Rewards") and Instant Trade Bonus according to point 5.8 (together with the BEST Weekly Rewards referred to as "BEST Rewards").

5.3 Snapshot. At the end of every week (Monday-Sunday), (i) a Bitpanda Client’s respective BEST, held in the Wallet assigned to the Bitpanda Broker ("BEST Holdings"), (ii) BEST VIP Level and (iii) weekly trading volumes are determined via a snapshot ("Snapshot"). The Snapshot will always take place every Sunday at 23:59:59 CET (Central European Time). Bitpanda GmbH intends to credit BEST Weekly Rewards to the respective Wallet designated for BEST ("BEST Wallet") on the following Monday for the previous week. That crediting may be delayed due to unforeseeable technical disruptions. The necessary steps for the BEST crediting will be taken as soon as possible.

5.4 Active Claiming. Active claiming of BEST Rewards must be done as displayed on Bitpanda Systems by actively tapping the "Claim BEST Rewards" button ("Active Claiming"). A retroactive claim of BEST Rewards is excluded in any case.

5.5 Weekly Base Rewards. LP Participants who meet the requirements of point 5.1 are eligible to collect weekly rewards in the amount of 0.1% of their BEST Holdings at the time of the Snapshot ("Weekly Base Rewards").

5.6 Weekly Bonus Rewards. LP Participants from BEST VIP Level 2 upwards can further claim BEST according to their BEST VIP Level on a weekly basis in addition to the Weekly Base Rewards ("Weekly Bonus Rewards"). The following table sets out the percentage rate of the Weekly Bonus Rewards:

5.7 Trading Rewards. In addition to the above, all LP Participants that fulfil all criteria as set forth in point 5.1 are eligible to receive further weekly BEST rewards if certain thresholds in trading volume are reached ("Trading Rewards") (as set out below in point 5.7.1 and 5.7.2). The Trading Rewards therefore depend on (i) the LP Participant’s trading volume and (ii) the type of digital asset class traded via Bitpanda Broker the previous week. The previous week is the week that ended with the respective Snapshot for each week. The Trading Rewards percentages refer to the BEST Holdings of the respective LP Participant at the moment of the Snapshot.

5.7.1 Trading volume E-Token and M-Token. The trading volumes of E-Token and M-Token on Bitpanda Broker are added. The trading volume is calculated from the equivalent value of the E-Token or M-Token at the time of the respective trade. If the trading volumes exceed one of the following thresholds, the following Trading Rewards will be paid-out:

(i) (≥) EUR 1,000: +0.01% per week;

(ii) (≥) EUR 3,000: +0.025% per week;

(iii) (≥) EUR 10,000: +0.05% per week; or

(iv) (≥) EUR 30,000: +0.075% per week;

5.7.2 Trading volume A-Token excluding Cash Plus A-Token. The trading volumes of all A-Token except Cash Plus A-Token on Bitpanda Broker are added. The trading volume is calculated from the equivalent value of the A-Token excluding Cash Plus A-Token at the time of the respective trade. For the avoidance of doubt, Cash Plus A-Token means A-Token with those MMFs as underlying for which Bitpanda GmbH offers Cash Plus, held by Cash Plus Client. If the trading volumes exceed one of the following thresholds, the following Trading Rewards will be paid-out:

(i) (≥ ) EUR 3,000: +0.01% per week;

(ii) (≥ ) EUR 10,000: +0.025% per week;

(iii) (≥ ) EUR 30,000: +0.05% per week; or

(iv) (≥ ) EUR 100,000: +0.075% per week;

5.7.3 No trading volume of L-Tokens. For the avoidance of doubt, a purchase or sale of L-Tokens is not included in the calculation of the Trading Volume thresholds for Trading Rewards.

5.8 Instant Trade Bonus. Via the Instant Trade Bonus, LP Participants may be entitled to collect further BEST rewards between 0.005% and 0.25% (depending on the Token the LP Participant has traded) of the volume traded on Bitpanda Broker - added instantly after every transaction to the BEST Wallet (“Instant Trade Bonus”). The amount of BEST rewards collected via the Instant Trade Bonus is adjusted according to the LP Participants BEST VIP Level. The higher the BEST VIP Level, the higher the Instant Trade Bonus the LP Participant may be entitled to collect. The following table sets out the percentage rate of the additional collection of BEST rewards via the Instant Trade Bonus:

5.9 BEST Rewards are only designated to function as a loyalty program for Bitpanda Clients being active on Bitpanda Broker.

5.10 For the avoidance of doubt, it is hereby clarified that BEST Rewards are performed only on Bitpanda Broker and in course of the Bitpanda Loyalty Program and is neither linked nor incorporated in BEST itself.

5.11 Bitpanda may amend or terminate the Bitpanda Loyalty Program in accordance with points 3 and 11 and 12 of the Group TC, respectively.

5.12 Bitpanda can withhold, pause or cancel payout of rewards, also if accrued and already claimed by you, anytime and you do not have any legal claim against Bitpanda in such a case. 

5.13 No Instant Trade Bonus for L-Token Clients. For the avoidance of doubt, L-Token Clients are not eligible for Instant Trade Bonus for the volume generated via L-Token trades.

6. Bitpanda Card Benefits

6.1 Depending on the BEST VIP Level, LP Participants who are also Bitpanda Card users, enjoy several additional benefits (e.g. free ATM withdrawals, a reduced exchange fee ("FX"), and Cashback in Token). For further information on the Bitpanda Card please see section 8 of the Bitpanda GmbH & BAM TC (https://www.bitpanda.com/en/legal/bitpanda-general-terms-conditions) and the Contis Bitpanda Card Account Terms and Conditions (https://www.bitpanda.com/en/legal/bitpanda-card-account-terms-conditions).

6.2 The detailed BEST VIP Level Bitpanda Card Benefits can be found under https://www.bitpanda.com/en/card.

6.3 LP Participants who receive Cashback, are not eligible to receive the Instant Trade Bonus for the same transaction

7. Bitpanda VIP Customer Support

7.1 As a BEST VIP Level 4 or higher or Bitpanda Club Gold LP Participant, you are automatically eligible for the "Bitpanda Club Program" (for further information to Bitpanda Club Program click here https://www.bitpanda.com/en/bitpanda-club. As a LP Participant eligible for the Bitpanda Club Program, you will receive exclusive support (Bitpanda Concierge) with personalised updates about new products (Bitpanda Customer Success Manager), increased limits for deposits and withdrawals and have a direct impact on upcoming features and asset listings among other benefits.

8. BEST VIP Affiliate Bonus

8.1 Bitpanda offers an affiliate program ("VIP Affiliate Program") (for further information on the Bitpanda affiliate program click here https://www.bitpanda.com/en/affiliate-program).

8.2 LP Participants will receive higher commissions if they successfully recruit Bitpanda Clients while maintaining the required BEST VIP Level (BEST VIP Level 1 and higher as outlined in section 1.2).

8.3 The following percentages of revenue share are available for LP Participants with VIP Levels:

9. BEST Stimulus and Burn Programme

9.1 Bitpanda GmbH takes measures for BEST’s deflation to stabilise BEST’s intrinsic value: Bitpanda GmbH burns BEST in the amount of 25% of the collected trading premiums by BEST holders with a BEST VIP Level. This burning process is intended to be repeated monthly until a maximum of 75% of the total BEST (out of 1 billion BEST originally issued) has been burned (“BEST Stimulus and Burn Program").

9.2 Any deflationary measures do not represent a claim on or against (Forderung gegenüber) Bitpanda GmbH or any of its Affiliates. Bitpanda GmbH may terminate, withhold or pause the BEST Stimulus and Burn Program anytime for objectively justified reasons and you do not have any legal claim against Bitpanda in such a case.

Annex II A

Staking Terms for Bitpanda GmbH Clients

1 Scope and General Provisions

1.1 This Annex II A governs the business relationship between Bitpanda Clients and Bitpanda GmbH regarding the Staking Services (as defined below) offered on Bitpanda Systems (“Bitpanda GmbH Staking Terms”).

1.2 Staking Services. Staking is the process of participating in transaction validation on “Proof-of-Stake” blockchains (“Staking Asset Network”). Bitpanda Systems allow the option for Bitpanda Clients to contribute to transaction validation and earn rewards by offering to Bitpanda GmbH to stake certain E-Tokens based on the “Proof-of-Stake” consensus mechanism that are eligible for staking (“Staking-Eligible Asset”) and that they already hold in their Wallet on Bitpanda Systems (“Staking Service”). For more information on “proof-of-stake” consensus mechanism, please visit our website https://www.bitpanda.com/en/staking. The Staking Service is an optional service provided on Bitpanda Systems to Bitpanda Clients by facilitating the staking of their Staking-Eligible Assets. A Staking-Eligible Asset is not automatically staked for you but you need to actively offer to Bitpanda GmbH to stake (parts of) Staking-Eligible Asset as set out in point 2 (Staking & Unstaking).

2 Staking & Unstaking

2.1 Staking. The Staking Services on Bitpanda Systems are only offered in the following way:

2.1.1 Offer. You offer bindingly to stake (part of) your Staking-Eligible Assets on Bitpanda Systems.

2.1.2 How to make a binding offer. To make such a binding offer you have to (i) correctly fill in all necessary, valid and correct data on Bitpanda Systems and (ii) click/confirm the "Stake now" button (such offer the "Final Offer Staking" and item (ii) referred to as the "Final Offer Click Staking").

2.1.3 Interpretation of Final Offer Staking. Each Final Offer Staking is to be interpreted and qualified exclusively as "binding offer from the Bitpanda Client to Bitpanda GmbH to stake their selected Staking-Eligible Assets" For the avoidance of doubt, the Bitpanda Client will retain beneficial ownership of the Staking-Eligible Assets as long as they are staked on Bitpanda Systems.

2.2 Acceptance of Final Offer Staking. A Final Offer Staking may be accepted by Bitpanda GmbH by explicit offer acceptance to the Bitpanda Client on Bitpanda Systems within the Offer Period, or be rejected. The Bitpanda Client will be informed about the acceptance or non-acceptance of the Bitpanda Client Offer.

2.3 Staking Agreement. Upon Bitpanda GmbH accepting a Final Offer Staking, a continuing obligation (Dauerschuldverhältnis) between the Bitpanda Client and Bitpanda GmbH, entered into for an indefinite term (unbestimmte Dauer) (each a "Staking Agreement"), is concluded. Each time a Final Offer Staking is accepted, an individualStaking Agreement is entered into, independent of any other Staking Agreement made between the Bitpanda Client and Bitpanda GmbH. A Staking Agreement can be terminated by (i) the Bitpanda Client by way of Unstaking (as described below in point 2.5.) at all times, (ii) by Bitpanda GmbH in accordance with point 8 below. The Staking-Eligible Assets that have successfully been staked pursuant to a Staking Agreement ("Staked Assets"), will be shown on your E-Token Wallet and indicated as Flexible Staked Assets or Locked Staked Assets.

2.4 Staking service provider. Staking will be conducted by Bitpanda GmbH or by Bitpanda GmbH using a third party provider.

2.5 Unstaking. You can unstake (parts of) your Staked Assets in following way:

2.5.1 Declaration of termination. You declare bindingly to unstake (part of) your Staked Assets on Bitpanda Systems and terminate the respective Staking Agreement.

2.5.2 How to make a declaration of termination. To make such a binding declaration you have to (i) correctly fill in all necessary, valid and correct data on Bitpanda Systems and (ii) click/confirm the "Unstake now" button (such declaration the "Final Declaration Unstaking") and item (ii) referred to as the "Final Declaration Click Unstaking").

2.5.3 Interpretation of Final Declaration Unstaking. Each Final Declaration Unstaking is to be interpreted and qualified exclusively as "Unilateral binding declaration from the Bitpanda Client to Bitpanda GmbH to unstake their selected Staked Assets on their behalf and (partially) terminate the relating Staking Agreement." For the avoidance of doubt, the Final Declaration Unstaking is not required to be accepted by Bitpanda GmbH and becomes effective upon the Final Declaration Click Unstaking.

2.5.4 Locked Staked Assets. Staked Assets that are subject to a dedicated un-bonding period, as indicated by Bitpanda GmbH (“Un-bonding Period”), and are identified as Locked Staked Assets (“Locked Staked Assets”) will be locked-up and will only be unstaked, as laid out above, after the Un-bonding Period has elapsed. As prescribed by the Staking Asset Network, during an Un-bonding Period, no rewards will be distributed.
For certain Locked Staked Assets, the Un-bonding Period may be unknown and yet to be determined or changed by the Staking Asset Network’s governance or foundation and disclosed at a certain event, beyond Bitpanda GmbH’s sphere of influence (“Un-bonding Disclosure Event”). In such a case, Bitpanda GmbH will (a) inform the Bitpanda Client of the Un-bonding Disclosure Event and (b) after the Un-bonding Disclosure Event, Bitpanda GmbH will inform the Bitpanda Client of the Un-bonding Period, as early as possible.
In case of heavy utilisation of the Staking Asset Network or due to Bitpanda System’s limitation, the Un-bonding Period may be prolonged or the unstaking functionality may be disabled for a limited time by Bitpanda GmbH.

PLEASE NOTE THAT IN CASE OF AN UN-BONDING DISCLOSURE EVENT, THE UN-BONDING PERIOD, DURING WHICH THE LOCKED STAKED ASSETS ARE BEING LOCKED-UP, MAY BE SEVERAL MONTHS. BITPANDA GMBH SHALL NOT BE LIABLE FOR POTENTIAL LOSSES DERIVING FROM SUCH UN-BONDING PERIOD.

2.6 No Un-bonding Period for Flexible Staked Assets. Bitpanda Systems provide quasi-instant staking and unstaking for Flexible Staked Assets. Thus, the Staking-Eligible Asset will immediately be staked after the Final Offer Staking has been accepted by Bitpanda GmbH and hence generate Rewards (as defined below) for the Bitpanda Client (no bonding period).

2.7 No lock-up of Flexible Staked Assets. The Flexible Staked Asset can be unstaked at any time with immediate effect at the sole discretion of the Bitpanda Client (no lock-up). In this case the Bitpanda Client receives his Flexible Staked Assets, subject to the non-realization of the Slashing Risk outlined in point 7, back in their Wallet and all Rewards accrued on such Flexble Staked Assets until the relevant Final Offer Click Unstaking.

2.8 Offer Period. You are bound by a Final Offer Staking and for a period of 24 hours after the respective Final Offer Click ("Offer Period"). The receipt of a Final Offer Staking will be confirmed to you promptly.

2.9 Minimum transaction volume. In general, each Final Offer Staking must have a value of at least EUR 1.00 (based on the figures used by Bitpanda System). For certain Staking-Eligible Assets the minimum transaction volume may be higher than EUR 1.00 (if this is the case, the minimum value will be shown in Bitpanda Systems before making a Final Offer Staking). You will not be able to make a Final Offer Staking that falls below any of those thresholds.]

2.10 No binding offers on Bitpanda Systems. Any figures, numbers or exchange reference prices on Bitpanda Systems, do not constitute binding offers but an invitation to you to submit a Final Offer Staking on Bitpanda Systems (invitatio ad offerendum).

3 Rewards, Commission & Payout Interval

3.1 Rewards. When using the Staking Services you are eligible to receive rewards distributed to you on Bitpanda Systems, based on the amount of the Staked Assets and the rewards percentage of the respective Staking Asset Network (“Rewards”). As prescribed by the Staking Asset Network, during an Un-Bonding period you are not eligible to receive Rewards. The Staking Services are an optional feature on Bitpanda Systems. Therefore, the amount of the Rewards is determined by Bitpanda GmbH and Bitpanda GmbH may also not pay out Rewards to Bitpanda Clients. In any case, only rewards Bitpanda GmbH receives from the respective Staking Network can be paid out to the Bitpanda Client. If the Bitpanda Client does not receive any Rewards, no Commission pursuant to point 3.6 below has to be paid.

3.2 No risk/revenue sharing. The Staking Agreements entered into between the Bitpanda Client and Bitpanda GmbH and the related Staked Assets are independent of any other staking agreement and staked assets Bitpanda GmbH may maintain with its other clients and your Staked Assets are neither part of any risk nor revenue sharing scheme.

3.3 Estimated Rewards. The estimated rewards for each of the respective Staking-Eligible Asset available on Bitpanda System can be found here https://www.bitpanda.com/en/staking and are shown on Bitpanda Systems before the Final Offer Click Staking ("Estimated Reward"). The Estimated Reward (i) is an estimate only and (ii) may also change at any time based on the Staking Network and shall thus only be considered as indication for comparison purposes. Bitpanda GmbH does not guarantee that an Estimated Reward can actually be realised by the Bitpanda Client.

3.4 Compounding. Your Rewards will be compounded by automatically staking any Rewards distributed to your E-Token Wallet on Bitpanda Systems.

3.5 Payout interval. Rewards will be paid out once a week for every Staked Asset, irrespective of the applicable rewards period of the Staking Asset Network, unless otherwise specified and communicated so to the Bitpanda Client. This also applies if a Staked Asset needs to be claimed manually per the Staking Network’s protocol. Paid out Rewards will be visible to the Bitpanda Client as “Staking Rewards” on Bitpanda Systems.

3.6 Commission. A commission for the provision of the Staking Services will be charged. This commission will be automatically deducted from your Rewards before Rewards will be paid out to the Bitpanda Client. Depending on the BEST VIP Level of the Bitpanda Client as set out and defined point 1 of Annex I to the Bitpanda Loyalty Programme Terms (for more information see Annex I above and https://www.bitpanda.com/en/legal/bitpanda-loyalty-program-best-terms-explanatory-notes), the commission deducted by Bitpanda GmbH is as follows:

3.7 Tax. Receiving Rewards may have tax implications for you as a Bitpanda Client (see point 24.1 item xii of the Group TC).

4 Obligations of the Bitpanda Client

4.1 The Bitpanda Client confirms that it has adequately informed itself about staking and the risks associated therewith, has decided solely on the participation in the Staking Services on this information basis and acknowledges that it is his responsibility to continuously inform itself about possible changes in the risks associated with taking.

4.2 It is the sole responsibility of the Bitpanda Client to monitor his Staking-Eligible Assets and, if necessary, to actively initiate measures to unstake his crypto assets in a timely manner.

5 Limitations

Certain services offered on Bitpanda Systems will be limited for the Staked Asset. Staked Asset thus need to be unstaked first in order to:

• be sold
• swapped
• transferred within Bitpanda Systems or to an external wallet address; or
• used as Primary or Secondary Payment Asset for the Bitpanda Card (for more information on Bitpanda Card please see here: https://www.bitpanda.com/en/card).

6 Discontinuation of Staking-Eligible Assets

6.1 Discontinuation of Staking-Eligible Assets. Individual Assets may be discontinued as Staking-Eligible Assets by Bitpanda at any time ("Discontinued Asset"), upon which it will not be possible to make a new Final Offer Staking with respect to a Discontinued Asset. If you have entered into one or more Staking Agreements (which have not otherwise been terminated) with respect to Discontinued Asset, you will be informed of any such discontinuation and Bitpanda GmbH will terminate the relevant Staking Agreement(s) in accordance with point 7.

6.2 For the avoidance of doubt, other Staking-Eligible Assets and Staking Agreements remain unaffected of any discontinuation.

7 Risks and Limitation of Liability for Un-bonding Period

7.1 Staking involves certain risks in addition to the risks outlined in point 24 of the Group TC. Amongst others, in the course of Staking some Staking Asset Networks impose penalties in case validators fail to to operate services in accordance with the Staking Asset Network ("Slashing").

7.2 Bitpanda GmbH will compensate you if the Slashing did not result out of (i) malicious acts by third parties (e.g. hackers), (ii) failures, bugs or errors of the respective Staking Asset Network or any software used by you or (iii) a force majeure event.

7.3 Bitpanda GmbH shall not be liable for any losses resulting from the Bitpanda Client not being able to dispose of its Locked Staked Assets, as this is prescribed by the Staking Asset Network and generally beyond Bitpanda GmbH’s sphere of influence.

8 Termination of Staking Services

8.1 The Staking Services on Bitpanda Systems as a whole and/or individual Staking Agreements may be terminated by Bitpanda GmbH in writing by email to the Bitpanda Client and with a notice period of at least 30 days with respect to Flexible Staked Assets and at least 15 days with respect to Locked Staked Assets. The termination of Staking Services as a whole shall also include the termination of all Staking Agreements with the Bitpanda Client. All other products and services on Bitpanda Systems remain unaffected.

8.2 After expiration of the notice period set out in point 8.1, the relevant Staking Agreement(s) will lapse and (a) the Flexible Staked Assets previously subject to those Staking Agreement(s) will be automatically unstaked and shown in the E-Token Wallet, (b) the Locked Staked Assets previously subject to those Staking Agreement(s) will be automatically unstaked and shown in the E-Token Wallet subject to the Un-Bonding Period.

8.3 This point has no effect on the provisions for the termination for cause, according to point 12 of the Group TC.

9 Final Provisions

9.1 These Bitpanda GmbH Staking Terms shall be governed by Austrian law to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods of 11.4.1980 (UN Sales Convention). Place of jurisdiction is Vienna, Austria.

9.2 These Bitpanda GmbH Staking Terms have been drafted in both German and English. In the event of any disputes arising between the two versions the German version shall supersede and replace in its entirety any interpretation or ambiguity.

Annex II B - Staking Terms for BAM Clients

1 Scope and General Provisions

1.1 This Annex II B governs the business relationship between BAM Clients and BAM regarding the Staking Services (as defined below) offered on Bitpanda Systems (“BAM Staking Terms”).

1.2 Staking Services. Staking is the process of participating in transaction validation on “Proof-of-Stake” blockchains (“Staking Asset Network”). Bitpanda Systems allow the option for BAM Clients to contribute to transaction validation and earn rewards by offering to BAM to stake certain E-Tokens based on the Proof-of-Stake consensus mechanism that are eligible for staking (“Staking-Eligible Asset”) and that they already hold in their Wallet on Bitpanda Systems (“Staking Service”). For more information on “proof-of-stake” consensus mechanism, please visit our website https://www.bitpanda.com/en/staking. The Staking Service is an optional service provided on Bitpanda Systems to BAM Clients by facilitating the staking of their Staking-Eligible Assets. The Staking Services are offered together with third party staking service providers. A Staking-Eligible Asset is not automatically staked for you but you need to actively offer to BAM to stake (parts of) Staking-Eligible Asset as set out in point 2 (Staking & Unstaking).

2 Staking & Unstaking

2.1 Staking. The Staking Services on Bitpanda Systems are only offered in the following way:

2.1.1 Offer. You offer bindingly to stake (part of) your Staking-Eligible Assets on Bitpanda Systems.

2.1.2 How to make a binding offer. To make such a binding offer you have to (i) correctly fill in all necessary, valid and correct data on Bitpanda Systems and (ii) click/confirm the "Stake now" button (such offer the "Final Offer Staking" and item (ii) referred to as the "Final Offer Click Staking").

2.1.3 Interpretation of Final Offer Staking. Each Final Offer Staking is to be interpreted and qualified exclusively as "binding offer from the BAMClient to BAM to stake their selected Staking-Eligible Assets" For the avoidance of doubt, the BAM Client will retain beneficial ownership of the Staking-Eligible Assets as long as they are staked on Bitpanda Systems.

2.2 Acceptance of Final Offer Staking. A Final Offer Staking may be accepted by BAM by explicit offer acceptance to the BAM Client on Bitpanda Systems within the Offer Period, or be rejected. The BAM Client will be informed about the acceptance or non-acceptance of the BAM Client Offer.

2.3 Staking Agreement. Upon BAM accepting a Final Offer Staking, a continuing obligation (Dauerschuldverhältnis) between the BAM Client and BAM, entered into for an indefinite term (unbestimmte Dauer) (each a "Staking Agreement"), is concluded. Each time a Final Offer Staking is accepted, an individual Staking Agreement is entered into, independent of any other Staking Agreement made between the BAM Client and BAM. A Staking Agreement can be terminated by (i) the BAM Client by way of Unstaking (as described below in point 2.5.) at all times, (ii) by BAM in accordance with point 8 below. The Staking-Eligible Assets that have successfully been staked pursuant to a Staking Agreement ("Staked Assets"), will be shown on your E-Token Wallet and indicated as Flexible Staked Assets or Locked Staked Assets.

2.4 Staking service provider. Staking will be conducted by BAM or by BAM using a third party provider.

2.5 Unstaking. You can unstake (parts of) your Staked Assets in following way:

2.5.1 Declaration of termination. You declare bindingly to unstake (part of) your Staked Assets on Bitpanda Systems and terminate the respective Staking Agreement.

2.5.2 How to make a declaration of termination. To make such a binding declaration you have to (i) correctly fill in all necessary, valid and correct data on Bitpanda Systems and (ii) click/confirm the "Unstake now" button (such declaration the "Final Declaration Unstaking) and item (ii) referred to as the "Final Declaration Click Unstaking").

2.5.3 Interpretation of Final Declaration Unstaking. Each Final Declaration Unstaking is to be interpreted and qualified exclusively as "Unilateral binding declaration from the BAM Client to BAM to unstake their selected Staked Assets on their behalf and (partially) terminate the relating Staking Agreement." For the avoidance of doubt, the Final Declaration Unstaking is not required to be accepted by BAM and becomes effective upon the Final Declaration Click Unstaking.

2.5.4 Locked Staked Assets. Staked Assets that are subject to a dedicated un-bonding period, as indicated by BAM (“Un-bonding Period”), and are identified as Locked Staked Assets (“Locked Staked Assets”) will be locked-up and will only be unstaked, as laid out above, after the Un-bonding Period has elapsed. As prescribed by the Staking Asset Network, during an Un-bonding Period, no rewards will be distributed.
For certain Locked Staked Assets, the Un-bonding Period may be unknown and yet to be determined or changed by the Staking Asset Network’s governance or foundation and disclosed at a certain event; beyond BAM’s sphere of influence (“Un-bonding Disclosure Event”). In such a case BAM will (a) inform the BAM Client of the Un-bonding Disclosure Event and (b) after the Un-bonding Disclosure Event, BAM will inform the BAM Client of the Un-bonding Period, as early as possible.
In case of heavy utilisation of the Staking Asset Network or due to Bitpanda System’s limitation, the Un-bonding Period may be prolonged or the unstaking functionality may be disabled for a limited time by BAM.

PLEASE NOTE THAT IN CASE OF AN UN-BONDING DISCLOSURE EVENT, THE UN-BONDING PERIOD, DURING WHICH THE LOCKED STAKED ASSETS ARE BEING LOCKED-UP, MAY BE SEVERAL MONTHS. BAM SHALL NOT BE LIABLE FOR POTENTIAL LOSSES DERIVING FROM SUCH UN-BONDING PERIOD.

2.6 No Un-bonding Period for Flexible Staked Assets. Bitpanda Systems provide quasi-instant staking and unstaking for Flexible Staked Assets. Thus, the Staking-Eligible Asset will immediately be staked after the Final Offer Staking has been accepted by BAM and hence generate Rewards (as defined below) for the BAM Client (no bonding period).

2.7 No lock-up for Flexible Staked Assets. The Flexible Staked Asset can be unstaked at any time with immediate effect at the sole discretion of theBAM Client (no lock-up). In this case the BAMClient receives his Flexible Staked Assets, subject to the non-realization of the Slashing Risk outlined in point 7, back in their Wallet and all Rewards accrued on such Flexible Staked Assets until the relevant Final Offer Click Unstaking.

2.8 Offer Period. You are bound by a Final Offer Staking and for a period of 24 hours after the respective Final Offer Click ("Offer Period"). The receipt of a Final Offer Staking will be confirmed to you promptly.

2.9 Minimum transaction volume. In general, each Final Offer Staking must have a value of at least EUR 1.00 (based on the figures used by Bitpanda System). For certain Staking-Eligible Assets the minimum transaction volume may be higher than EUR 1.00 (if this is the case, the minimum value will be shown in Bitpanda Systems before making a Final Offer Staking). You will not be able to make a Final Offer Staking that falls below any of those thresholds.]

2.10 No binding offers on Bitpanda Systems. Any figures, numbers or exchange reference prices on Bitpanda Systems, do not constitute binding offers but an invitation to you to submit a Final Offer Staking on Bitpanda Systems (invitatio ad offerendum).

3 Rewards, Commission & Payout Interval

3.1 Rewards. When using the Staking Services you are eligible to receive rewards distributed to you on Bitpanda Systems, based on the amount of the Staked Assets and the rewards percentage of the respective Staking Asset Network (“Rewards”). As prescribed by the Staking Asset Network, during an Un-bonding period you are not eligible to receive Rewards. The Staking Services are an optional feature on Bitpanda Systems. Therefore, the amount of the Rewards is determined by BAM and BAM may also not pay out Rewards to BAM Clients. In any case, only rewards BAM receives from the respective Staking Network can be paid out to the BAM Client. If the BAM Client does not receive any Rewards, no Commission pursuant to point 3.6 below has to be paid.

3.2 No risk/revenue sharing. The Staking Agreements entered into between the BAM Client and BAM and the related Staked Assets are independent of any other staking agreement and staked assets BAM may maintain with its other clients and your Staked Assets are neither part of any risk nor revenue sharing scheme.

3.3 Estimated Rewards. The estimated rewards for each of the respective Staking-Eligible Asset available on Bitpanda System can be found here https://www.bitpanda.com/en/staking and are shown on Bitpanda Systems before the Final Offer Click Staking ("Estimated Reward"). The Estimated Reward (i) is an estimate only and (ii) may also change at any time based on the Staking Network and shall thus only be considered as indication for comparison purposes.BAM does not guarantee that an Estimated Reward can actually be realised by the BAM Client.

3.4 Compounding. Your Rewards will be compounded by automatically staking any Rewards distributed to your E-Token Wallet on Bitpanda Systems.

3.5 Payout interval. Rewards will be paid out once a week for every Staked Asset, irrespective of the applicable rewards period of the Staking Asset Network, unless otherwise specified and communicated so to the BAM Client. This also applies if a Staked Asset needs to be claimed manually per the Staking Network’s protocol. Paid out Rewards will be visible to the BAM Client as “Staking Rewards” on Bitpanda Systems.

3.6 Commission. A commission for the provision of the Staking Services will be charged. This commission will be automatically deducted from your Rewards before Rewards will be paid out to the BAM Client. Depending on the BEST VIP Level of the BAM Client as set out and defined point 1 of Annex I to the Bitpanda Loyalty Programme Terms (for more information see Annex I above and https://www.bitpanda.com/en/legal/bitpanda-loyalty-program-best-terms-explanatory-notes), the commission deducted by BAM is as follows:

3.7 Tax. Receiving Rewards may have tax implications for you as a BAM Client (see point 24 item xii of the Group TC).

4 Obligations of the BAM Client

4.1 The BAM Client confirms that it has adequately informed itself about staking and the risks associated therewith, has decided solely on the participation in the Staking Services on this information basis and acknowledges that it is his responsibility to continuously inform itself about possible changes in the risks associated with taking.

4.2 It is the sole responsibility of the BAM Client to monitor his Staking-Eligible Assets and, if necessary, to actively initiate measures to unstake his crypto assets in a timely manner.

5 Limitations

Certain services offered on Bitpanda Systems will be limited for the Staked Asset. Staked Asset thus need to be unstaked first in order to:

• be sold
• swapped
• transferred within Bitpanda Systems or to an external wallet address; or
• used as Primary or Secondary Payment Asset for the Bitpanda Card (for more information on Bitpanda Card please see here: https://www.bitpanda.com/en/card).

6 Discontinuation of Staking-Eligible Assets

6.1 Discontinuation of Staking-Eligible Assets. Individual Assets may be discontinued as Staking-Eligible Assets by Bitpanda at any time ("Discontinued Asset"), upon which it will not be possible to make a new Final Offer Staking with respect to a Discontinued Asset. If you have entered into one or more Staking Agreements (which have not otherwise been terminated) with respect to Discontinued Asset, you will be informed of any such discontinuation and BAM will terminate the relevant Staking Agreement(s) in accordance with point 8.

6.2 For the avoidance of doubt, other Staking-Eligible Assets and Staking Agreements remain unaffected of any discontinuation.

7 Risks and Limitation of Liability for Un-bonding Period

7.1 Staking involves certain risks in addition to the risks outlined in point 24 of the Group TC. Amongst others, in the course of Staking some Staking Asset Networks impose penalties in case validators fail to to operate services in accordance with the Staking Asset Network ("Slashing").

7.2 BAM will compensate you if the Slashing did not result out of (i) malicious acts by third parties (e.g. hackers), (ii) failures, bugs or errors of the respective Staking Asset Network or any software used by you or (iii) a force majeure event.

7.3 BAM shall not be liable for any losses resulting from the BAM Client not being able to dispose of its Locked Staked Assets, as this is generally prescribed by the Staking Asset Network and beyond BAM’s sphere of influence.

7.4 Until further notice BAM will compensate you if the Slashing did not result out of (i) malicious acts by third parties (e.g. hackers), (ii) failures, bugs or errors of the respective Staking Asset Network or any software used by you or (iii) a force majeure event.

8 Termination of Staking Services

8.1 The Staking Services on Bitpanda Systems as a whole and/or individual Staking Agreements may be terminated by BAM in writing by email to the BAMClient and with a notice period of at least 30 days with respect to Flexible Staked Assets and at least 15 days with respect to Locked Staked Assets. The termination of Staking Services as a whole shall also include the termination of all Staking Agreements with the BAMClient. All other products and services on Bitpanda Systems remain unaffected

8.2 After expiration of the notice period set out in point 8.1, the relevant Staking Agreement(s) will lapse and (a) the Staked Assets previously subject to those Staking Agreement(s) will be automatically unstaked and shown in the E-Token Wallet, (b) the Locked Staked Assets previously subject to those Staking Agreement(s) will be automatically unstaked and shown in the E-Token Wallet, subject to the Un-Bonding Period.

8.3 This point has no effect on the provisions for the termination for cause, according to point 12 of the Group TC. Without prejudice to any other termination rights, BAM may in particular terminate the Staking Services on the Bitpanda Systems as a whole and/or certain individual Staking Agreements (without notice) if the Staking Services are at any time classified as a regulated activity under German law, for which BAM does not hold the required license.

9 Final Provisions

9.1 These BAM Staking Terms shall be governed by German law to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods of 11.4.1980 (UN Sales Convention). Place of jurisdiction is Frankfurt am Main, Germany.

9.2 These BAM Staking Terms have been drafted in both German and English. In the event of any disputes arising between the two versions the German version shall supersede and replace in its entirety any interpretation or ambiguity.

Annex III

Bitpanda Cash Plus

1. Scope and General Provisions

1.1 The general terms and conditions herein ("Cash Plus TC") govern the business relationship regarding the Bitpanda Cash Plus Program ("Cash Plus") between Bitpanda Clients who activated Cash Plus ("Cash Plus Client") and Bitpanda GmbH.

1.2 The provisions of the general terms and conditions of Bitpanda Group ("Group TC") as well as the Annexes and Definitions of the Group TC, available under https://www.bitpanda.com/en/legal/bitpanda-group-general-terms-conditions and the general terms and conditions of Bitpanda GmbH and BAM ("Bitpanda GmbH & BAM TC"), available under https://www.bitpanda.com/en/legal/bitpanda-general-terms-conditions and the general terms and conditions of Bitpanda Financial Services GmbH ("Financial Services TC"), available under https://www.bitpanda.com/en/legal/general-terms-conditions-bitpanda-financial-services are hereby agreed upon.

1.3 Bitpanda GmbH issues inter alia financial instruments in accordance with section 1 No. 7 point d WAG 2018 available on Bitpanda Systems ("A-Token") in accordance with a derivative contract to be entered into between the Issuer and the FS Client upon purchasing such A-Token (each such agreement a "Derivative Contract"). Please find the Derivative Contract here: https://cdn.bitpanda.com/media/documents/securities/en-derivative-contract.pdfIn order to allow an automated and recurring buy of A-Token, Bitpanda GmbH is offering Bitpanda Clients to opt-into Cash Plus to conclude a derivative contract with low volatility net asset value Money Market Funds ("MMFs"), as described in Article 1 para 12 Regulation (EU) 2017/1131 of the European Parliament and of the Council of 14 June 2017 on money market funds (“EU Money Market Funds Regulations”), as underlying. Bitpanda Financial Services GmbH offers the service of acceptance and transmission of orders for MMFs.

1.4 Cash Plus is independent of and offered in addition to Bitpanda Savings.

2. Underlying MMF 

2.1 Underlying MMFs. Currently Bitpanda GmbH is offering Cash Plus for three different MMFs, which are each denominated in one of the available currencies: EUR, USD and GBP.

2.2 Change of the underlying MMFs. In general, the selected MMF can neither be changed by the Bitpanda Client nor Bitpanda GmbH. However, under certain extraordinary circumstances set out in point 9 of the Derivative Contract (for example a closure of the underlying MMF), Bitpanda GmbH may be entitled to terminate the Derivative Contract with that affected MMF as an underlying. In addition to the provisions of the Derivative Contract, upon occurrence of such circumstances, Bitpanda GmbH shall be entitled to change the affected underlying MMF to another MMF for all future Cash Plus A-Token purchases with respect to that specific underlying MMF, provided that such new underlying MMF must be similar in funds structure and risk profile to the previous MMF. Upon selection of such new underlying MMF by Bitpanda GmbH, it will forthwith constitute the underlying of any Cash Plus A-Token acquired as part of Cash Plus in the affected currency. Bitpanda GmbH will notify the Bitpanda Client of any such change per email without undue delay.

3. Cash Plus

Cash Plus is only offered in the following way:

3.1 F-Token Balance / E-Money Balance. Purchased F-Token / E-Money are stored in sub-wallets, which are denominated in the respective currency and shown as "F-Token Balance" / “E-Money Balance” in the Bitpanda Clients' Account (e.g. EUR F-Token, USD F-Token, GBP F-Token / EUR E-Money, USD E-Money, GBP E-Money).

3.2 Eligible F-Token / Eligible E-Money. Only selected F-Token / E-Money can be invested into MMFs. Bitpanda Clients have the possibility to invest their EUR F-Token / EUR E-Money in the EUR Cash Plus A-Token, their USD F-Token / USD E-Money in the USD Cash Plus A-Token and their GBP F-Token / GBP E-Money in the GBP Cash Plus A-Token (EUR F-Token, USD F-Token and GBP F-Token together "Eligible F-Token" / EUR E-Money, USD E-Money and GBP E-Money together “Eligible E-Money”).

3.3 Offer. You offer bindingly to opt-into Cash Plus and to convert all Eligible F-Token / Eligible E-Money on Bitpanda Systems into A-Token with MMFs as underlying ("Cash Plus A-Token") by making an order on a recurring basis to conclude derivative contracts with Bitpanda GmbH ("Conversion"). For the avoidance of doubt, it is not possible to convert only parts of your Eligible F-Token Balance / Eligible E-Money Balance.

3.4 How to make a binding offer. To make such a binding offer you have to join Cash Plus on Bitpanda Systems ("Final Offer Cash Plus").

3.5 Interpretation of Final Offer Cash Plus. The Final Offer Cash Plus is to be interpreted and qualified exclusively as binding offer from the Bitpanda Client to Bitpanda GmbH to place an order on a recurring basis to accept the receipt of Cash Plus A-Token at the market rates on Bitpanda Systems at the Roll-Over Time. For example, if the Bitpanda Client holds EUR F-Token / EUR E-Money, they offer to convert the EUR F-Token / EUR E-Money in the EUR Cash Plus A-Token. If the Bitpanda Client has F-Token / E-Money in multiple currencies (i.e., EUR/USD/GBP), the Bitpanda Client offers to invest in the Cash Plus A-Token of all the currencies.

3.6 Acceptance of Final Offer Cash Plus. A Final Offer Cash Plus may be accepted by explicit offer acceptance to the Bitpanda Client on Bitpanda Systems within the Offer Period or be rejected. The same applies to any individual order (=every Automatic Conversion as defined below) made by the Bitpanda Client after opting into Cash Plus. The Bitpanda Client will be informed about the acceptance or non-acceptance of the Final Offer Cash Plus. The Final Offer Cash Plus will be accepted and transmitted by Bitpanda Financial Services GmbH from the Bitpanda Client to Bitpanda GmbH in accordance with Section 1 No. 3 point a WAG 2018.

3.7 Automatic Conversion. Once a Bitpanda Client has opted into Cash Plus, at the Roll-Over-Time (as defined below) every full Bank Working Day, the Bitpanda Client automatically makes an order for Cash Plus A-Token in the amount of the entire Eligible F-Token Balance / Eligible E-Money Balance at the Roll-Over-Time. Provided that these orders are executed, there will be an Automatic Conversion of the Eligible F-Token Balance / Eligible E-Money Balance of the Bitpanda Client at the market rate of the MMF on Bitpanda Broker at the time of the Conversion ("Automatic Conversion"). Bank Working Day excludes weekends and public holidays observed by MMFs as listed in the holiday schedule available at https://www.blackrock.com/cash/literature/calendars-and-schedules/ics-holiday-calendar-twenty-twenty-three.pdf that is subject to change.

3.8 Roll-over time. Depending on the denomination of the F-Token / E-Money, different Roll-over times for the Automatic Conversions under Cash Plus will apply:

− EUR: 10 am CET;
− GBP: 10 am CET;
− USD: 2 pm CET ("Roll-Over Time").

3.9 Investment. At the Roll-Over Time, the current Eligible F-Token Balance / Eligible E-Money Balance of the Bitpanda Client will be accepted and transmitted by Bitpanda Financial Services GmbH in accordance with the Financial Services TC (which you find here https://www.bitpanda.com/en/legal/general-terms-conditions-bitpanda-financial-services) and invested in A-Token in accordance with the prospectus.

3.10 No binding offers on Bitpanda Systems. Any figures, numbers or exchange reference prices on Bitpanda Systems, do not constitute binding offers for an exchange but an invitation to you to submit an offer for exchange on Bitpanda Systems (invitatio ad offerendum).

3.11 Unforeseeable delays. Due to unforeseeable technical disruptions, there may be delays in processing Final Offers Cash Plus and the Automatic Conversion as detailed in the A-Token prospectus.

3.12 Offer Period. You are bound by a Final Offer Cash Plus for a period of 24 hours ("Offer Period"). The receipt of a Final Offer Cash Plus will be confirmed to you promptly.

3.13 Contracting partner. BAM Clients are contracting with Bitpanda GmbH for Cash Plus.

4. Buying and Selling Cash Plus A-Token

4.1 Cash Plus A-Token are not a standardised product and can thus neither be traded on any market or trading facility nor transferred to any third party, but can only be traded with Bitpanda GmbH on Bitpanda Systems.

4.2 Exchange offer. You offer bindingly to exchange (buy or sell) any Token other than Cash Plus A-Token according to point 4.6 of the Bitpanda GmbH & BAM TC on Bitpanda Systems.

4.3 Settlement for Final Buy Offers. You will be informed on Bitpanda Systems if your F-Token Balance / E-Money Balance suffices to settle your Final Buy Offer. If your F-Token Balance / E-Money Balance suffices to settle your Final Buy Offer, the settlement is effected according to point 4.7 of the Bitpanda GmbH & BAM TC. If your F-Token Balance / E-Money Balance on Bitpanda Systems does not suffice to settle your Final Buy Offer, you offer bindingly to sell (part of) your Cash Plus A-Token to settle the Final Buy Offer by actively clicking/confirming the sale on Bitpanda Systems. If the Final Buy Offer is accepted, the relevant amount of Cash Plus A-Token will first be converted into F-Token / E-Money and, consequently, these F-Token / E-Money will be applied to purchase the Token you requested in the Final Buy Offer. This procedure will take place automatically and you will not be able to use the F-Token / E-Money received in this process for any purpose other than completing the Final Buy Offer.

4.4 Settlement for Final Sell Offers. For the avoidance of doubt, settlement of a Final Sell Offer is effected in F-Token / E-Money. However, there will be an Automatic Conversion of the Eligible F-Token Balance / Eligible E-Money Balance at any subsequent Roll-Over Time according to point 3.8 above.

5. Opting Out / Short-Term Divestment / Withdrawal

5.1 Opting-out. Opting-out of Cash Plus can be done by clicking the "opting out" button and following the steps as displayed on Bitpanda Systems ("Opting-Out").

5.2 Consequences of Opting-Out. After Opting-Out the derivative contracts for all Cash Plus A-Token held by the Bitpanda Client will be terminated and the Cash Plus A-Token will be converted into F-Token / E-Money. This means that EUR Cash Plus A-Token will be converted into EUR F-Token / EUR E-Money, USD Cash Plus A-Token will be converted into USD F-Token / USD E-Money, GBP Cash Plus A-Token will be converted into GBP F-Token / GBP E-Money. Partial divesting of Cash Plus A-Token is not possible unless you use parts of Cash Plus A-Token for a Final Buy Offer on Bitpanda Systems.

5.3 Short-term Divestment. Bitpanda Clients can divest their Cash Plus A-Token to their F-Token Wallet / E-Money Wallet by clicking the "move balance to wallet" button and following the steps as displayed on Bitpanda Systems ("Short-Term Divestment"). A partial divesting of Cash Plus A-Token is not possible. For the avoidance of doubt, a Short-Term Divestment does not lead to a stop of the Automatic Conversion; therefore, at the next Roll-Over Time the entire Eligible F-Token Balance / Eligible E-Money Balance will be invested in Cash Plus A-Token.

5.4 Withdrawal. A withdrawal of Cash Plus A-Token to your bank account is not possible. In order to be able to withdraw cash, you will need to make a Short-Term Divestment first.

6. Distributions / Payout Fee

If the underlying MMF has a positive yield, the Bitpanda Client receives distributions as follows:

6.1 Distributions. The distributions credited to a Bitpanda Client depend on the yield distributed by the respective MMF minus the Payout Fee due to Bitpanda GmbH ("Distribution"). Only fund distribution actually received by Bitpanda GmbH from the MMF can be paid out to the Bitpanda Client.

6.2 Distribution interval. Distributions from the MMF are accrued and declared up to and including the last calendar day of the preceding calendar month. Distributions will be credited to the Bitpanda Client every calendar month on the 4th bank working day in Austria. 

6.3 Distribution payout. Bitpanda GmbH has the option to either (i) pay out the Distributions to the Bitpanda Client (minus the Payout Fee) in F-Token / E-Money and do an Automatic Conversion of the credited F-Token / E-Money on that same day or (ii) accumulate the Distributions (minus the Payout Fee) directly in Cash Plus A-Token, thereby increasing its value. Both options result in the same Payout Fee and Cash Plus A-Token value received by the Bitpanda Client.

6.4 Payout fee. The Bitpanda Client agrees that Bitpanda GmbH may deduct a service fee of any Distribution credited ("Payout Fee"). This Payout Fee will be automatically deducted from the Distributions before Distributions will be credited to the Bitpanda Client. Depending on the BEST VIP Level of the Bitpanda Client on the day of the Distribution payout as set out and defined in point 1 Enclosure 1 to the Bitpanda Loyalty Program Terms (for more information see Annex I above), the Payout Fee is as follows:

6.5 Tax. Receiving Distributions may have tax implications for you as a Bitpanda Client (see point 24 item xi of the Group TC).

7. No right of withdrawal

The Bitpanda Client has no right of withdrawal for Cash Plus A-Token purchased at a distance (Fernabsatz), as their price depends on fluctuations in the financial market over which Bitpanda GmbH has no control and which may occur within the withdrawal period.

8. Risks

8.1 Using Cash Plus and acquiring, receiving and holding Cash Plus A-Token entails risks, and not only opportunities. In particular, but without limitation, the risks mentioned in point 24 of the Group TC and the A-Token prospectus, available under https://cdn.bitpanda.com/media/documents/securities/en-prospectus.pdf apply.

9. Miscellaneous

9.1 The Cash Plus TC shall continue to apply even after termination of the business relationship until complete settlement.

9.2 Contractual language. The Cash Plus TC are made and published in various languages. In case of any discrepancies or in case of dispute the German language version of the Cash Plus TC shall prevail.