LICENSE

            MARS PROTOCOL WEB APPLICATION LICENSE AGREEMENT
                    Version 1, 24 January 2023

This Mars Protocol Web Application License Agreement (this “Agreement”)is
a legally binding agreement with Delphi Labs Ltd., a British Virgin Islands
company limited by shares (“Licensor”) pertaining to all software and
technologies contained in this repository (whether in source code,
object code or other form).

YOU ARE NOT PERMITTED TO USE THIS SOFTWARE EXCEPT FOR PURPOSES OF FACILITATING
USE OF DEPLOYED INSTANCES OF THE PROTOCOL THAT ARE ENDORSED BY THE MARTIAN
COUNCIL, UPON THE TERMS AND CONDITIONS SET FORTH BELOW.

YOU ARE NOT PERMITTED TO USE THIS SOFTWARE IN CONNECTION WITH FORKS OF
THE PROTOCOL NOT ENDORSED BY THE MARTIAN COUNCIL, OR IN CONNECTION WITH
OTHER PROTOCOLS.

1.  RESERVATION OF PROPRIETARY RIGHTS.
    Except to the extent provided in Section 2:

        a.  all intellectual property (including all trade secrets, source
            code, designs and protocols) relating to the Web Application has
            been published or made available for informational purposes only
            (e.g., to enable users of the Web Application to conduct their
            own due diligence into the security and other risks thereof);

        b.  no license, right of reproduction or distribution or other right
            with respect to the Web Application or any other intellectual
            property is granted or implied; andc.all moral, intellectual
            property and other rights relating to the Web Application and
            other intellectual property are hereby reserved by Licensor
            (and the other contributors to such intellectual property or
            holders of such rights, as applicable).

2.  LIMITED LICENSE.
    Upon the terms and subject to the conditions set forth in this Agreement
    (including the conditions set forth in Section 3), Licensor hereby grants
    a non-transferable, personal, non-sub-licensable, global, royalty-free,
    revocable license in Licensor’s intellectual property rights relating to
    the Web Application:

        a.  to each Authorized Site Operator, to run the Web Application for
            use by each Authorized User solely in connection with the Endorsed
            Smart Contracts (and not for any of the purposes described in
            ection 3);

        b.  to each Authorized User, to use the Web Application run by an
            Authorized Site Operatorsolely in connection with the Endorsed
            Smart Contracts (and not for any of the purposes described in
            Section 3); and

    The following capitalized terms have the definitions that are ascribed
    to them below:

    Defined Terms Relating to Relevant Persons

        “Authorized Site Operator” means a person who makes the un-modified
        Web Application available to persons in good faith on commercially
        reasonable terms for purposes of facilitating their use of the
        Endorsed Smart Contracts for their intended purposes and complies
        with the conditions set forth in Section 3.

        “Authorized User” means a person who uses the un-modified Web
        Application in good faith for purposes of using the Endorsed Smart
        Contracts for their intended purposes and complies with the conditions
        set forth in Section 3.

        “Web Application” means the software at
        <https://github.com/mars-protocol/webapp>, as it may be updated from
        time to time by Licensor.

    Defined Terms Relating to Mars Hub & Martian Council

        “$MARS” means the native token unit of Mars Hub the bonding, staking
        or delegation of which determines which Mars Hub Core Nodes have the
        ability to propose and validate new blocks on the Mars Hub blockchain.

        “Mars Hub” means, at each time, the canonical blockchain and virtual
        machine environment of the Mars Hub ‘mainnet’, as recognized by at
        least a majority of the Mars Core Nodes then being operated in good
        faith in the ordinary course of the network.

        “Mars Hub Core” means the reference implementation of the Mars
        blockchain hub protocol currently stored at
        <https://github.com/mars-protocol/hub> or any successor thereto
        expressly determined by the Martian Council to constitute the
        reference implementation for Mars blockchain hub protocol.

        “Mars Hub Core Nodes” means, at each time, the internet-connected
        computers then running unaltered and correctly configured instances
        of the most up-to-date production release of Mars Hub Core.

        “Martian Council” means at each time, all persons holding $MARS that
        is staked with or delegated or bonded to Mars Hub Core Nodes in the
        active validator set for Mars Hub at such time and has the power to
        vote such $MARS tokens on governance proposals in accordance with
        the Mars Protocol.

    Defined Terms Relating to Mars Protocol & Smart Contracts

        “Endorsed Smart Contracts” means the Mainnet Smart Contracts and the
        Testnet Smart Contracts.

        “Mainnet Smart Contracts” means all runtime object code that satisfies
        all of the following conditions precedent: (a) an instance of such code
        is deployed to a production-grade, commercial-grade “mainnet”
        blockchain-based network environment; (b) such code constitutes a part
        of the Mars Protocol; and (c) such instance of such code has been
        approved by the Martian Council to be governed by the Martian Council
        through Mars Hub on such blockchain-based network environment.

        “Mars Protocol” means the software code at <https://github.com/mars-protocol>
        or any successor thereto expressly determined by the Martian Council to
        constitute or form a part of the “Mars Protocol”.

        “Testnet Smart Contracts” means all runtime object code that satisfies
        all of the following conditions precedent: (a) an instance of such code
        is deployed to a nonproduction-grade, non-commercial-grade “testnet”
        blockchain-based network environment solely for testing purposes;
        (b) such code constitutes a part of the Mars Protocol; and (c) such
        deployment is in reasonable anticipation of, or follows, approval by
        the Martian Council of Mainnet Smart Contracts for the corresponding
        “mainnet” blockchain network environment.

3.  CONDITIONS/PROHIBITED USES.
    Notwithstanding Section 2, it is a condition precedent and condition
    subsequent of the licenses granted hereunder that the Web Application must
    not be used in connection with or in furtherance of:

        a.  developing, making available, running or operating the Web
            Application for use by any person in connection with any smart
            contracts other than the Endorsed Smart Contracts;

        b.  any device, plan, scheme or artifice to defraud, or otherwise
            materially mislead, any person;

        c.  any fraud, deceit, material misrepresentation or other crime, tort
            or illegal conduct againstany person or device, plan, scheme or
            artifice for accomplishing the foregoing;

        d.  any violation, breach or failure to comply with any term or
            condition of this Agreement(including any inaccuracy in a
            epresentation of set forth in Section 4) or any other terms of
            service, privacy policy, trading policy or other contract
            governing the use of the Web Application or any Endorsed Smart
            Contract;

        e.  any fork, copy, derivative or alternative instance of any Endorsed
            Smart Contract;

        f.  any smart contract, platform or service that competes in any
            material respect with any Endorsed Smart Contract;

        g.  any device, plan, scheme or artifice to obtain any unfair
            competitive advantage over Licensor or other persons with an
            economic or beneficial interest in the Mainnet Smart Contracts;

        h.  any device, plan, scheme or artifice to interfere  with, damage,
            impair or subvert the intended functioning of any Endorsed Smart
            Contract,including in connection with any “sybil attack”,
            “reentrancy attack”, “DoS attack,” “eclipse attack,” “consensus
            attack,” “reentrancy attack,” “griefing attack”, “economic
            incentive attack” or theft, conversion or
            misappropriation of tokens or other similar action;

        i.  any “front-running,” “wash trading,” “pump and dump trading,”
            “ramping,” “cornering” or other illegal, fraudulent, deceptive
            or manipulative trading activities ;

        j.  any device, plan, scheme or artifice to unfairly or deceptively
            influence the market price of any token; or

        k.  modifying or making derivative works based on the Web Application.

4.  REPRESENTATIONS OF LICENSEES.
    Each person making use of or relying on any license granted under Section 2
    (each, a “Licensee”) hereby represents and warrants to Licensor that the
    following statements and information are accurate and complete at all times
    that such person makes use of or relies on the license.

        a.  Status. If Licensee is an individual, Licensee is of legal age in
            the jurisdiction in which Licensee resides (and in any event is
            older than thirteen years of age) and is of sound mind. If
            Licensee is a business entity, Licensee is duly organized, validly
            existing and in good standing under the laws of the jurisdiction
            in which it is organized and has all requisite power and authority
            for a business entity of its type to carry on its business as now
            conducted.

        b.  Power and Authority. Licensee has all requisite capacity, power and
            authority to accept this Agreement and to carry out and perform its
            obligations under this Agreement. This Agreement constitutes a
            legal, valid and binding obligation of Licensee, enforceable
            against Licensee.

        c.  No Conflict; Compliance with Law. Licensee agreeing to this
            Agreement and using the Web Application does not constitute, and
            would not reasonably be expected to result in (with or without
            notice, lapse of time, or both), a breach, default, contravention
            or violation of any law applicable to Licensee, or contract or
            agreement to which Licensee is a party or by which Licensee is
            bound.

        d.  Absence of Sanctions. Licensee is not, (and, if Licensee is an
            entity, Licensee is not owned or controlled by any other person
            who is), and is not acting on behalf of any other person who is,
            identified on any list of prohibited parties under any law or by
            any nation or government, state or other political subdivision
            thereof, any entity exercising legislative, judicial or
            administrative functions of or pertaining to government such as
            the lists maintained by the United Nations Security Council, the
            United Kingdom, the British Virgin Islands, the United States
            (including the U.S. Treasury Department’s Specially Designated
            Nationals list and Foreign Sanctions Evaders list), the European
            Union (EU) or its member states, and the government of a Licensee
            home country. Licensee is not, (and, if Licensee is an entity,
            Licensee is not owned or controlled by any other person who is),
            and is not acting on behalf of any other person who is, located,
            ordinarily resident, organized, established, or domiciled in Cuba,
            Iran, North Korea, Sudan, Syria, the Crimea region (including
            Sevastopol) or any other country or jurisdiction against which the
            United Nations, the United Kingdom, the British Virgin Islands or
            the United States maintains economic sanctions or an arms embargo.
            The tokens or other funds a Licensee use to participate in the Web
            Application are not derived from, and do not otherwise represent
            the proceeds of, any activities done in violation or contravention
            of any law.

        e.  No Claim, Loan, Ownership Interest or Investment Purpose. Licensee
            understands and agrees that the Licensee’s use of the Web
            Application does not: (i) represent or constitute a loan or a
            contribution of capital to, or other investment in Licensor or any
            business or venture; (ii) provide Licensee with any ownership
            interest, equity, security, or right to or interest in the assets,
            rights, properties, revenues or profits of, or voting rights
            whatsoever in, Licensor or any other business or venture; or (iii)
            create or imply or entitle Licensee to the benefits of any
            fiduciary or other agency relationship between Licensor or any of
            its directors, officers, employees, agents or affiliates, on the
            on hand, and Licensee, on the other hand. Licensee is not entering
            into this Agreement or using the Web Application for the purpose
            of making an investment with respect to Licensor or its securities,
            but solely wishes to use the Web Application for their
            intended purposes. Licensee understands and agrees that Licensor
            will not accept or take custody over any tokens or money or other
            assets of Licensee and has no responsibility or control over the
            foregoing.

        f.  Non-Reliance. Licensee is knowledgeable, experienced and
            sophisticated in using and evaluating blockchain and related
            technologies and assets, including all technologies referenced
            herein. Licensee has conducted its own thorough independent
            investigation and analysis of the Web Application and the other
            matters contemplated by this Agreement, and has not relied upon
            any information, statement, omission, representation or warranty,
            express or implied, written or oral, made by or on behalf of
            Licensor in connection therewith.

5.  RISKS, DISCLAIMERS AND LIMITATIONS OF LIABILITY.
    THE WEB APPLICATION IS PROVIDED "AS IS" AND “AS-AVAILABLE,” AND ANY
    EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED
    WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ARE
    HEREBY DISCLAIMED. IN NO EVENT SHALL LICENSOR OR ANY OTHER CONTRIBUTOR TO
    THE WEB APPLICATION BE LIABLE FOR ANY DAMAGES, INCLUDING ANY DIRECT,
    INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES ARISING
    IN ANY WAY OUT OF THE USE OF THIS SOFTWARE OR INTELLECTUAL PROPERTY
    (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR
    SERVICES; LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION),
    HOWEVER CAUSED OR CLAIMED (WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT
    (INCLUDING NEGLIGENCE OR OTHERWISE)), EVEN IF SUCH DAMAGES WERE REASONABLY
    FORESEEABLE OR THE COPYRIGHT HOLDERS AND CONTRIBUTORS WERE ADVISED OF THE
    POSSIBILITY OF SUCH DAMAGE.

6.  GENERAL PROVISIONS

        a.  Governing Law. This Agreement shall be governed by and construed
            under the internal laws of the British Virgin Islands, regardless
            of the laws that might otherwise govern under applicable
            principles of conflicts of laws.

        b.  Dispute Resolution. Licensee (i) hereby irrevocably and
            unconditionally submits to the jurisdiction of the relevant courts
            of the British Virgin Islands for the purpose of any dispute,
            suit, action or other proceeding arising out of or based upon this
            Agreement or the matters contemplated by this Agreement
            (“Disputes”), (ii) agrees not to commence any suit, action or
            other proceeding arising in connection with or based upon this
            Agreement or the matters contemplated by this Agreement except
            before the relevant courts of the British Virgin Islands, and
            (iii) hereby waives, and agrees not to assert, by way of motion,
            as a defense, or otherwise, in any such suit, action or
            proceeding, any claim that it is not subject personally to the
            jurisdiction of the above-named courts, that its property is
            exempt or immune from attachment or execution, that the suit,
            action or proceeding is brought in an inconvenient forum, that the
            venue of the suit, action or proceeding is improper or that this
            Agreement or the subject matter hereof or thereof may not be
            enforced in or by such court.

            Each party will bear its own costs in respect of any Disputes.

            Notwithstanding the foregoing, at the Licensor’s sole option and
            commencing within a reasonable period from the date of
            notification to the other party of such Dispute, any Dispute may
            be resolved by confidential, binding arbitration to be seated in
            the British Virgin Islands and conducted in the English language
            by a single arbitrator pursuant to the rules of the International
            Chamber of Commerce (the “Rules”). The arbitrator shall be
            appointed in accordance with the procedures set out in the Rules.
            The award or decision of the arbitrator shall be final and binding
            upon the parties and the parties expressly waive any right under
            the laws of any jurisdiction to appeal or otherwise challenge the
            award, ruling or decision of the arbitrator. The judgment of any
            award or decision may be entered in any court having competent
            jurisdiction to the extent necessary. If the Licensor elects to
            have a Dispute resolved by arbitration pursuant to this provision,
            no party hereto shall (or shall permit its representatives to)
            commence, continue or pursue any Dispute in any court.

            Notwithstanding anything to the contrary set forth in this
            Agreement, the Licensor shall at all times be entitled to obtain
            an injunction or injunctions to prevent breaches of this Agreement
            and to enforce specifically the terms and provisions thereof, this
            being in addition to any other remedy to which the Licensor is
            entitled at law or in equity, and the parties hereto hereby waive
            the requirement of any undertaking in damages or posting of a bond
            in connection with such injunctive relief or specific performance.

            EACH PARTY HEREBY WAIVES ITS RIGHTS TO A JURY TRIAL OF ANY CLAIM
            OR CAUSE OF ACTION BASED UPON OR ARISING OUT OF THIS AGREEMENT OR
            THE SUBJECT MATTER HEREOF. THE SCOPE OF THIS WAIVER IS INTENDED TO
            BE ALL-ENCOMPASSING OF ANY AND ALL DISPUTES THAT MAY BE FILED IN
            ANY COURT AND THAT RELATE TO THE SUBJECT MATTER OF ANY OF THE
            TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT, INCLUDING, WITHOUT
            LIMITATION, CONTRACT CLAIMS, TORT CLAIMS (INCLUDING NEGLIGENCE),
            BREACH OF DUTY CLAIMS, AND ALL OTHER COMMON LAW AND STATUTORY
            CLAIMS. THIS SECTION HAS BEEN FULLY DISCUSSED BY EACH OF THE
            PARTIES HERETO AND THESE PROVISIONS WILL NOT BE SUBJECT TO ANY
            EXCEPTIONS. EACH PARTY HERETO HEREBY FURTHER WARRANTS AND
            REPRESENTS THAT SUCH PARTY HAS REVIEWED THIS WAIVER WITH ITS LEGAL
            COUNSEL, AND THAT SUCH PARTY KNOWINGLY AND VOLUNTARILY WAIVES ITS
            JURY TRIAL RIGHTS FOLLOWING CONSULTATION WITH LEGAL COUNSEL.

        c.  Class Action Waiver. No Class Actions Permitted. All Licensees
            hereby agree that any arbitration or other permitted action with
            respect to any Dispute shall be conducted in their individual
            capacities only and not as a class action or other representative
            action, and the Licensees expressly waive their right to file a
            class action or seek relief on a class basis. LICENSEES SHALL
            BRING CLAIMS AGAINST LICENSOR ONLY IN THEIR INDIVIDUAL CAPACITY,
            AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR
            REPRESENTATIVE PROCEEDING.

            Agreements if Class Action Waiver Unenforceable. If any court or
            arbitrator makes a final, binding and non-appealable determination
            that the class action waiver set forth herein is void or
            unenforceable for any reason or that a Dispute can proceed on a
            class basis, then the arbitration provision set forth above shall
            be deemed null and void with respect to any Dispute that would
            thus be required to be resolved by arbitration on a class basis,
            and the parties shall be deemed to have not agreed to arbitrate
            such Dispute. In the event that, as a result of the application of
            the immediately preceding sentence or otherwise, any Dispute is
            not subject to arbitration, the parties hereby agree to submit to
            the personal and exclusive jurisdiction of and venue in the
            federal and state courts located in the British Virgin Islands and
            to accept service of process by mail with respect to such Dispute,
            and hereby waive any and all jurisdictional and venue defenses
            otherwise available with respect to such Dispute.

        d.  Amendment; Waiver. This Agreement may be amended and provisions
            may be waived (either generally or in a particular instance and
            either retroactively or prospectively), only with the written
            consent of the Licensor.

        e.  Severability. Any term or provision of this Agreement that is
            found invalid or unenforceable in any situation in any
            jurisdiction shall not affect the validity or enforceability of
            the remaining terms and provisions hereof or the validity or
            enforceability of the offending term or provision in any other
            situation or in any other jurisdiction. If a final judgment of a
            court of competent jurisdiction declares that any term or
            provision hereof is  invalid or unenforceable, the parties hereto
            agree that the court making such  determination shall have the
            power to limit such term or provision, to delete specific  words
            or phrases, or to replace any invalid or unenforceable term or
            provision with a  term or provision that is valid and enforceable
            and that comes closest to expressing  the intention of the invalid
            or unenforceable term or provision, and this Agreement shall be
            enforceable as so modified. In the event such court does not
            exercise the power granted to it in the prior sentence, the
            parties hereto agree to replace such invalid or unenforceable term
            or provision with a valid and enforceable term or provision that
            will achieve, to the extent possible, the economic, business and
            other purposes of such invalid  or unenforceable term or provision.

        f.  Entire Agreement. This Agreement constitutes the entire agreement
            and understanding of the parties with respect to the subject matter
            hereof and supersede any and all prior negotiations,
            correspondence, warrants, agreements, understandings duties or
            obligations between or involving the parties with respect to the
            subject matter hereof.

        g.  Delays or Omissions. No delay or omission to exercise any right,
            power, or remedy accruing to any party under this Agreement, upon
            any breach or default of any other party under this Agreement,
            shall impair any such right, power, or remedy of such
            non-breaching or non-defaulting party, nor shall it be construed
            to be a waiver of or acquiescence to any such breach or default,
            or to any similar breach or default thereafter occurring, nor
            shall any waiver of any single breach or default be deemed a
            waiver of any other breach or default theretofore or thereafter
            occurring. Any waiver, permit, consent or approval of any kind or
            character on the part of any party of any breach or default under
            this Agreement, or any waiver on the part of any party of any
            provisions or conditions of this Agreement, must be in writing and
            shall be effective only to the extent specifically set forth in
            such writing. All remedies, whether under this Agreement or by law
            or otherwise afforded to any party, shall be cumulative and not
            alternative.

        h.  Successors and Assigns. The terms and conditions of this Agreement
            shall inure to the benefit of and be binding upon the respective
            successors and assigns of the parties hereto. This Agreement shall
            not have third-party beneficiaries, other than the Martian Council.

        i.  Rules of Construction. Gender; Etc. For purposes of this
            Agreement, whenever the context requires: the singular number
            shall include the plural, and vice versa; the masculine gender
            shall include the feminine and neuter genders; the feminine gender
            shall include the masculine and neuter genders; and the neuter
            gender shall include the masculine and feminine genders.

            Ambiguities. The Parties hereto agree that any rule of
            construction to the effect that ambiguities are to be resolved
            against the drafting Party shall not be applied in the
            construction or interpretation of this Agreement.

            No Limitation. As used in this Agreement, the words “include,”
            “including,” “such as” and variations thereof, shall not be deemed
            to be terms of limitation, but rather shall be deemed to be
            followed by the words “without limitation.” The word “or” shall
            mean the non-exclusive “or”. References. Except as otherwise
            indicated, all references in this Agreement to “Sections,”
            “Schedules” and “Exhibits” are intended to refer to Sections of
            this Agreement and Schedules and Exhibits to this Agreement.

            Hereof. The terms “hereof,” “herein,” “hereunder,” “hereby” and
            “herewith” and words of similar import will, unless otherwise
            stated, be construed to refer to this Agreement as a whole and not
            to any particular provision of this Agreement.

            Captions/Headings. The captions, headings and similar labels
            contained in this Agreement are for convenience of reference only,
            shall not be deemed to be a part of this Agreement and shall not
            be referred to in connection with the construction or
            interpretation of this Agreement.

            Person. The term “person” refers to any natural born or legal
            person, entity, governmental body or incorporated or
            unincorporated association, partnership or joint venture.