12. ADDITIONAL PROVISIONS

12.1 Termination of Grant. If you materially breach any of the provisions of this Access Agreement and your Grant is not tagged as “Irrevocable” pursuant to Section 3.1(d), then Accessible IP Owner may terminate the Grant, provided that you shall be entitled to the fifteen (15)-day cure period for failures to pay applicable Revenue Share or Grant Fee amounts pursuant to Section 4.6. The Accessible IP Owner will use commercially reasonable efforts to provide you with notice of any termination, though for the avoidance of doubt the Grant shall terminate regardless of whether such notice is actually received. Upon the termination of the Grant, you shall cease all use of the rights granted in Section 2.1, including, ceasing all further use of the Accessible IP. In the event of such termination, both Accessible IP Owner and the Framework Provider may take any necessary measures to effectuate such termination, including by restricting your access to and use of the Accessible IP or to the Genesis Protocol Framework generally. The following sections shall survive the termination of this Access Agreement and shall continue in full force and effect subsequent to and notwithstanding any termination of this Access Agreement by Accessible IP Owner or you: Sections 1, 5, 11, and 12. Termination will not limit any of Accessible IP Owner’s other rights or remedies at law or in equity.

12.2 Service Fee. You acknowledge that the Framework Provider may charge a fee for use of certain functionality enabled by the Genesis Protocol Framework in connection with this Access Agreement, such as in providing technology that assists in implementing or effectuating a party’s rights or obligations under this Access Agreement (“Service Fee”). Service Fees are non-refundable. You will be responsible for any “gas” fees or other transaction fees related to the creation or transfer of your Access Token. You are solely responsible for paying any and all applicable taxes, duties, and assessments now or hereafter claimed or imposed by any governmental authority associated with your use of the Genesis Protocol Framework. Except for income taxes levied on us, you (a) will be solely responsible for reporting any tax obligations when, if ever, such obligations arise as a result of your use of the Genesis Protocol Framework or in relation to the transfer of a Access Token and (b) will not be entitled to deduct the amount of any such taxes, duties or assessments from the Service Fees paid to us pursuant to this Access Agreement.

12.3 Prevailing Language. Genesis Protocol Technology Pvt Ltd or Genesis Protocol Framework, Inc. may make available summaries of the provisions of this Access Agreement. The text of this Access Agreement shall be controlling in all respects and shall prevail in case of any inconsistencies with such summaries, if any.

12.4 Miscellaneous. This Access Agreement constitutes the entire and exclusive understanding and agreement between Accessible IP Owner and you regarding the Access Token and supersedes and replaces any and all prior oral or written understandings or agreements between Accessible IP Owner and you regarding the Access Token. If any provision of this Access Agreement shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from this Access Agreement and shall not affect the validity and enforceability of any remaining provisions. This Access Agreement and the license granted or Grant provided hereunder may be freely assigned by Accessible IP Owner. Any purported assignment in violation of this Access Agreement will be null and void. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default.