RISKDISCLOSURE

Risk Disclosure Statement

Effective: 02 January 2026Updated: April 2026Status: Mandatory reading — not optional

Mandatory Notice — Risk of LossBy using the Platform — including by paying Participation Fees, purchasing NFT Player Cards, or engaging in any competitive mode — you may lose all CPL Tokens spent on Participation Fees, all amounts paid for NFT Player Cards, and all other value contributed to the Platform, in whole or in part. Only participate with time and funds you can afford to lose entirely. This document does not constitute financial, legal, investment, or tax advice.

1. Blockchain & Smart Contract Risks

1.1 Blockchain Network Risk

CPL Games operates on the opBNB blockchain — BNB Chain's Layer 2, supporting 5,000+ TPS. Despite robust infrastructure, blockchain networks can experience: network congestion, transaction delays or failures; unplanned outages; hard forks or protocol upgrades disrupting services; consensus mechanism failures; and Layer 1 (BNB Smart Chain) failures cascading to opBNB Layer 2. The Company has no control over underlying blockchain infrastructure and cannot guarantee continuous uninterrupted operation.

1.2 Smart Contract Vulnerability Risk

CPL Token and NFT transactions execute via immutable smart contracts on opBNB. Despite careful development, smart contracts may contain undiscovered bugs, logic errors, or security vulnerabilities that could result in unintended token transfers, NFT issues, or permanent loss of user assets. Once deployed, smart contract code is immutable — errors cannot be corrected in-place.

CPL Token Contract: 0xbc8c2c94cecdcb2e6ab6db9970e65cdf224f1a93

NFT Player Cards Contract: 0x77777eedfdb487f5279dc1e1d2f83497e6fc4e53

Private Key Loss — Permanent and IrrecoverableYour CPL Tokens and NFT Player Cards are controlled exclusively by your Web3 wallet private key and seed phrase. The Company NEVER has access to these credentials. If you lose your private key or seed phrase, your digital assets are permanently and irrecoverably lost — with no possibility of recovery by any means. Write your seed phrase on paper only (never digital), store in multiple secure physical locations, and consider a hardware wallet for significant holdings.

1.3 Transaction Irreversibility

All confirmed blockchain transactions are absolutely final. There is no refund, reversal, or chargeback for any confirmed on-chain transaction. Common causes of irreversible losses: sending tokens to incorrect addresses; confirming without verifying all parameters; falling victim to phishing; interacting with malicious smart contracts.

2. Token & Digital Asset Risks

Market Volatility: CPL Token and NFT values can fluctuate dramatically and without warning, including falling to zero. Past prices or scarcity do not predict future values.

No Guaranteed Value: The Company does not assign or guarantee any monetary value to CPL Tokens. To the extent market value develops through secondary trading, it is determined entirely by market forces outside the Company's control and may decrease to zero. The utility value of CPL Tokens depends entirely on continued Platform operation.

No Secondary Market Guarantee: No guarantee exists that a liquid secondary market will be available for CPL Tokens or NFT Player Cards at any time or at any price.

No Deposit Insurance: Digital assets are NOT covered by any government deposit insurance, investor compensation scheme, or consumer financial protection mechanism in UAE, India, EU, USA, or elsewhere.

No Guaranteed Earnings: Competitive play involves natural skill variance. No earnings, rewards, prizes, or distributions are guaranteed. Entry fees paid for competitive modes may be lost if performance does not reach reward thresholds.

3. Regulatory & Legal Risks

The regulatory framework for digital assets, blockchain, NFTs, Web3 gaming, and skill-based gaming is evolving rapidly globally. Future regulatory changes could: restrict or prohibit platform access; require operational modifications or additional licensing; reclassify tokens or NFTs; create retrospective tax obligations; or require service suspension in affected markets.

India — PROGA 2025 Regulatory RiskPROGA's enforcement provisions are not yet formally notified by the Indian central government. Constitutional challenges are pending before the Supreme Court (three-judge bench, hearings ongoing through 2026 — Head Digital Works Pvt Ltd and others v. Union of India). State-level restrictions are independently enforced in Tamil Nadu, Andhra Pradesh, Telangana, Karnataka, and others. Banks and payment gateways may withdraw services citing PROGA. Indian users are solely responsible for monitoring all developments and ensuring personal compliance at all times. The regulatory position may change rapidly and without advance notice.

4. Platform & Operational Risks

Service Availability: The Platform may be unavailable without advance notice due to maintenance, server failures, DDoS attacks, cybersecurity incidents, regulatory orders, or force majeure events. The Company targets maximum uptime but provides no uptime guarantee.

Cybersecurity Risk: No platform guarantees absolute immunity from cyberattacks. Risks include: phishing websites impersonating cplgames.io; SIM swapping attacks; malicious browser extensions; social engineering. Protect yourself: always enable 2FA; verify the official URL (cplgames.io) before every login; use a hardware wallet for significant holdings; never share seed phrases with anyone.

Platform Discontinuation: If the Company ceases operations, Users may permanently lose access to in-game features, progression data, and platform services. On-chain assets in external wallets would remain in Users' wallets but would lose in-platform utility. Maximum possible advance notice will be provided.

Game Mechanic Changes: Game mechanics, tournament structures, reward rates, entry fee requirements, and NFT attribute effects may be modified at any time with reasonable advance notice. The Company is not liable for any loss of competitive advantage or earning potential arising from legitimate game balance updates.

5. Tax Risk

Tax Obligations — Your Sole ResponsibilityEarnings, rewards, gains, or income from CPL Games may create significant and complex tax obligations in your jurisdiction. Tax treatment of digital assets, gaming income, NFT transactions, and blockchain rewards varies dramatically between jurisdictions and changes frequently — including with retrospective effect. Tax laws applicable to this area have previously changed retroactively (notably India GST changes in October 2023). You are solely and fully responsible for understanding, reporting, and paying all applicable taxes. The Company's transaction history is provided as a factual log only — not tax documentation. Consult a qualified tax professional in your jurisdiction before engaging in significant token or NFT activity.

Risk Summary

Risk	Level	Key Point
Private key / seed phrase loss	CRITICAL	Permanent, irrecoverable loss — no recovery possible by any means
Blockchain transaction irreversibility	CRITICAL	All confirmed transactions final — no refunds, reversals, or chargebacks
CPL Token and NFT value	HIGH	Not guaranteed — may fall to zero; secondary market dependent on market forces
India PROGA 2025 regulatory	HIGH	Law in legal limbo — Supreme Court hearing pending; state restrictions active
Smart contract vulnerability	MEDIUM	Immutable code — undiscovered bugs may cause asset loss
Platform discontinuation	MEDIUM	In-game utility lost if platform closes; on-chain assets unaffected
Tax obligations	MEDIUM-HIGH	User's sole responsibility — jurisdiction dependent; may change retrospectively
No deposit insurance	HIGH	No government protection for digital assets under any scheme
No guaranteed earnings	HIGH	Competitive variance — entry fees may be lost; no minimum return

Questions: md@metawellsports.com · This Risk Disclosure is informational only — not financial, legal, or tax advice.

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