Effective Date: January 1, 2026
These VeeFriends Series 1 Chase Gift Terms and Conditions (these “Gift Terms”) govern the award, verification, and delivery of a promotional VeeFriends Series 1 non-fungible token (the “Gift NFT”) awarded as a surprise-and-delight component of the 2025 Koala 2025 Collector's Briefcase (each, a “Case”) program (the “Program”).
These Gift Terms constitute a legally binding agreement between you (“you,” “your,” or “Recipient”) and Vee Friends, LLC (“VeeFriends,” “we,” “us,” or “our”).
BY SCANNING THE CLAIM QR CODE, BY ACCESSING ANY CLAIM PAGE RELATING TO THE GIFT NFT, BY SUBMITTING TAX OR IDENTITY DOCUMENTATION, OR BY OTHERWISE PARTICIPATING IN THE CLAIM PROCESS, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE GIFT TERMS, INCLUSIVE OF THE ARBITRATION AND CLASS ACTION WAIVER PROVISIONS HEREIN. IF YOU DO NOT AGREE, DO NOT PARTICIPATE, AND THE GIFT NFT WILL NOT BE DELIVERED TO YOU.

1. INCORPORATION OF OTHER TERMS.

These Gift Terms are in addition to, and incorporate by reference, the following policies and agreements (collectively, the “VeeFriends Governing Terms”):

• VeeFriends Terms of Use
• VeeFriends NFT Terms of Sale and User License
• VeeFriends E-Commerce Terms of Use
• VeeFriends Copyright Policy
• VeeFriends Privacy Policy
  The Gift NFT is also subject to the terms and conditions governing the Program and the redemption of the Case, to the extent applicable. In the event of any conflict between these Gift Terms and any of the foregoing, these Gift Terms shall control solely with respect to the Gift NFT.

2. DESCRIPTION OF THE GIFT; SURPRISE-AND-DELIGHT; NO PURCHASE NECESSARY

The Gift NFT is a promotional “surprise-and-delight” component of the Program. A limited number of Cases — eight (8) in total — were randomly designated by VeeFriends to include a Gift NFT (each, a “Winning Case”). Each Gift NFT is a VeeFriends Series 1 non-fungible token. The holder of the applicable NFT who redeems a Winning Case (a Recipient) is eligible to receive the Gift NFT associated with that Winning Case, subject to these Gift Terms.
The Gift NFTs are a surprise-and-delight component of the Program. At no time prior to VeeFriends’ determination of the Winning Cases was any holder, purchaser, or recipient of a Case told, promised, or led to believe that any Case had a possibility of including a Gift NFT or any VeeFriends Series 1 non-fungible token, and no such possibility was disclosed until after the Winning Cases had been determined. There were no entries, drawings, registrations, or other means of participating, and no purchase, action, or conduct could increase (or could have increased) any person’s odds of obtaining a Gift NFT. The Cases that included a Gift NFT were selected solely at random.
The Gift NFT is a promotional prize provided at no cost to the Recipient. No purchase, payment, or other consideration is required to receive a Gift NFT. The approximate fair market value of each Gift NFT is estimated at US $10,000 as of the Effective Date; actual value is variable, is determined by open-market conditions, and may be materially higher or lower at any time. VeeFriends makes no representation or guarantee as to the current or future value of the Gift NFT.
The Gift NFT is awarded “as is.” There is no cash alternative, and the Gift NFT may not be substituted, exchanged, or transferred by VeeFriends except as expressly provided herein.

3.  DETERMINATION OF WINNING CASES; NOTICE; ELIGIBILITY

The Cases designated to include a Gift NFT were determined solely at random. VeeFriends does not, and did not, select the individual Recipients; a Recipient’s eligibility arises exclusively from that person’s redemption of a Winning Case. VeeFriends’ determination of the Winning Cases is final and at VeeFriends’ sole discretion.
Notice; No Other Notice. Notice that a Case is a Winning Case is provided solely by, and exclusively through, (a) a winning Collectible pin included within that Case (the “Winning Pin”), and (b) an additional QR code made available within that Case (the “Claim QR Code”), which directs the Recipient to the claim process. VeeFriends will not circulate, publish, or otherwise provide any additional or separate notice to any Recipient, and is under no obligation to do so. It is the Recipient’s sole responsibility to review the contents of the Case, including any Winning Pin and Claim QR Code.To be eligible to claim and receive a Gift NFT, a Recipient must:

• be a natural person and the holder of the applicable NFT who redeemed the Winning Case;
• be at least eighteen (18) years of age (or the age of majority in the Recipient’s jurisdiction, if higher);
• not be a resident of, or located in, any country or region subject to comprehensive U.S. sanctions or embargo (including, without limitation, Cuba, Iran, North Korea, Syria, and the Crimea, Donetsk, and Luhansk regions), and not be a person with whom U.S. persons are otherwise prohibited from transacting (including any person on the U.S. Treasury Department’s Office of Foreign Assets Control (“OFAC”) Specially Designated Nationals and Blocked Persons List); and
• maintain a VeeFriends account with an embedded VeeFriends Wallet (the “VeeFriends Wallet”) in the Recipient’s own name.
  VeeFriends employees, officers, contractors involved in the administration of the Program, and their immediate family members may be excluded at VeeFriends’ discretion.

4. CLAIM PERIOD; DEADLINE

A Recipient must complete all Claim Requirements (as defined in Section 5), including submission of valid Tax Documentation (as defined in Section 6), no later than thirty (30) calendar days after the date the Recipient first accesses the Claim QR Code within the Winning Case (the “Claim Deadline”); provided that in all events the Claim Deadline shall be no later than December 31, 2028 at 11:59 p.m. Eastern Time. VeeFriends may, in its sole discretion, extend the Claim Deadline in writing, but is under no obligation to do so.
Time is of the essence. Upon expiration of the Claim Deadline, all rights to claim or receive the Gift NFT permanently terminate, subject to Section 8 (Forfeiture).

5. CLAIM REQUIREMENTS

Delivery of the Gift NFT is expressly conditioned upon the Recipient timely satisfying all of the following (collectively, the “Claim Requirements”), each to VeeFriends’ reasonable satisfaction:

• holding an active VeeFriends account with an embedded VeeFriends Wallet registered in the Recipient’s legal name;
• completing any identity verification requested by VeeFriends and confirming the specific VeeFriends Wallet address designated to receive the Gift NFT (the “Designated Wallet”);
• submitting complete, accurate, and valid Tax Documentation in accordance with Section 6; and
• agreeing to these Gift Terms.
  VeeFriends may withhold delivery of the Gift NFT until each of the foregoing has been satisfied and verified. VeeFriends may reject any documentation that is incomplete, inaccurate, expired, or that cannot be reconciled with the identity of the Recipient.

6. MANDATORY TAX DOCUMENTATION; TAX REPORTING AND LIABILITY

Because of the value of the Gift NFT, submission of valid tax documentation is a mandatory condition of receiving the Gift NFT. Prior to delivery, each Recipient must submit, through the channel designated by VeeFriends:

• if the Recipient is a U.S. person for tax purposes, a valid and properly completed IRS Form W-9; or
• if the Recipient is a non-U.S. person, a valid and properly completed IRS Form W-8BEN (or other applicable Form W-8 series document).
  The documentation described above (a Form W-9 or applicable Form W-8, as applicable, the “Tax Documentation”) must be complete and valid. VeeFriends will not deliver the Gift NFT to any person who has not submitted valid Tax Documentation matching that person’s identity.The Gift NFT will be delivered only to a VeeFriends Wallet associated with the individual whose name and taxpayer information appear on the Tax Documentation submitted. VeeFriends will not deliver the Gift NFT to any wallet that is not associated with, or that does not match, the Recipient identified in the Tax Documentation. Recipients may not designate a wallet held by, or in the name of, any other person or entity.
  Each Recipient is solely responsible for all taxes (including income, gift, and any other applicable taxes), duties, levies, and reporting obligations arising from or in connection with the award, receipt, holding, or disposition of the Gift NFT. VeeFriends may report the award of the Gift NFT to applicable tax authorities (including on IRS Form 1099 or other applicable forms) based on the estimated or determined fair market value of the Gift NFT. If required by law, or if the Recipient fails to furnish valid Tax Documentation, VeeFriends may apply backup withholding or decline to deliver the Gift NFT. VeeFriends does not provide tax advice, and Recipients are encouraged to consult their own tax advisors.

7. NON-TRANSFERABILITY PRIOR TO DELIVERY; DELIVERY BY AIRDROP

The right to claim and receive the Gift NFT is personal to the Recipient and is non-transferable, non-assignable, and non-saleable. A Recipient may not sell, assign, gift, or otherwise transfer the right to receive the Gift NFT, and any attempt to do so is void and results in forfeiture.
Upon VeeFriends’ verification of the Recipient’s identity, Designated Wallet, and valid Tax Documentation, and satisfaction of all other Claim Requirements, VeeFriends will deliver the Gift NFT by airdrop to the Designated Wallet. No burn or payment is required for delivery. Delivery timelines are estimates only and are not guaranteed.
Once delivered, the Gift NFT is subject to the VeeFriends Governing Terms. Any transfer of the Gift NFT following delivery is undertaken at the Recipient’s own risk and is the Recipient’s sole responsibility.

8. NO RETURNS; LIMITED DAMAGE REMEDIATION.

A Recipient forfeits all right, title, and interest in and to the Gift NFT, automatically and without further notice, if the Recipient: (a) fails to submit valid Tax Documentation and complete all other Claim Requirements on or before the Claim Deadline; (b) declines the Gift NFT or fails to complete the claim process available through the Claim QR Code; (c) provides documentation or information that is false, incomplete, or that cannot be verified or reconciled with the Recipient’s identity; (d) is or becomes ineligible under Section 3; or (e) otherwise breaches these Gift Terms.
Upon forfeiture, VeeFriends has no obligation or liability to the forfeiting Recipient, and may, in its sole discretion, re-allocate, retain, retire, or otherwise dispose of the forfeited Gift NFT. Forfeiture is a complete and final extinguishment of the Recipient’s rights.

9. NO RETURNS; NO CASH ALTERNATIVE

The award of the Gift NFT is final. There are no returns, refunds, exchanges, or cash alternatives. If the Gift NFT is delivered to a Designated Wallet in accordance with these Gift Terms, delivery is deemed complete and VeeFriends has no further obligation with respect to the Gift NFT.

10. DISCLAIMERS; LIMITATION OF LIABILITY

**THE GIFT NFT IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT, AND ANY WARRANTY REGARDING VALUE, LIQUIDITY, OR FUTURE PERFORMANCE.**TO THE MAXIMUM EXTENT PERMITTED BY LAW, BY PARTICIPATING IN THIS PROGRAM OR RECEIVING A GIFT NFT, YOU WAIVE ANY CLAIM FOR SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR NON-REGULATORY PUNITIVE DAMAGES ARISING OUT OF OR RELATING TO THE GIFT NFT OR THE CLAIM PROCESS. VEEFRIENDS IS NOT RESPONSIBLE FOR LOST, DELAYED, MISDIRECTED, OR INACCESSIBLE WALLETS, FAILED OR DELAYED BLOCKCHAIN TRANSACTIONS, OR LOSSES ARISING FROM A RECIPIENT’S ERROR, LOSS OF KEYS, OR THIRD-PARTY CONDUCT.

11. COMPLIANCE; SANCTIONS

The Gift NFT is void where prohibited. VeeFriends may decline to award or deliver the Gift NFT to any person if doing so would violate any applicable law, regulation, or sanctions program, or if VeeFriends is unable to satisfy applicable know-your-customer, anti-money-laundering, or sanctions-screening requirements. Recipients represent and warrant that they are not subject to any such prohibition.

12. PRIVACY

Any personal information collected in connection with the Gift NFT, including identity and Tax Documentation, is governed by the VeeFriends Privacy Policy and will be used solely for selection, verification, delivery, tax, compliance, and customer-support purposes, and as otherwise required by law.

13. GOVERNING LAW

These Gift Terms are governed by and construed in accordance with the laws of the State of New York, without regard to conflict-of-laws principles.

14. BINDING ARBITRATION; CLASS ACTION WAIVER

**PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS.****BY PARTICIPATING IN THIS PROGRAM OR RECEIVING A GIFT NFT, YOU AGREE THAT ANY DISPUTE, CLAIM, OR CONTROVERSY ARISING OUT OF OR RELATING TO THESE GIFT TERMS OR THE GIFT NFT SHALL BE RESOLVED BY FINAL AND BINDING ARBITRATION ADMINISTERED BY JAMS, WITH THE ARBITRATION CONDUCTED IN NEW YORK, NEW YORK.**YOU WAIVE ANY RIGHT TO A JURY TRIAL OR TO PARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE PROCEEDING.

15. MISCELLANEOUS

VeeFriends reserves the right to modify, suspend, or terminate the Program or these Gift Terms at any time, including prior to delivery of any Gift NFT. Continued participation constitutes acceptance of any updated terms. If any provision is found unenforceable, the remaining provisions remain in full force and effect. These Gift Terms constitute the entire agreement between the parties with respect to the Gift NFT and supersede all prior understandings relating to the same subject matter. VeeFriends’ failure to enforce any provision is not a waiver of that provision.