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[cols="^5%,^25%,^35%,^35%",options="header",frame=none, grid=none]
|===
|Version | Date | Q System Contract Registry | Preceding Constitution Hash
|1.5 | 01.03.2024 | `0xc3E589056Ece16BCB88c6f9318e9a7343b663522` | `0x4018256315a5b07a5e61c251d2e19ce59d19e8dea2897751c6ac680cbb67997c`
|===
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[.text-center]
== Q CONSTITUTION
[.text-left]
=== PREAMBLE
[horizontal]
(A):: Q is an open-source system that is independent of any country, company, organization, or individual.

(B):: Q has been developed and shall be further developed for the benefit of
humanity.

\(C):: We, the Q Token Holders, Validator Nodes, Validator Node Candidates,
Root Nodes, Q Nodes and Q ID Holders (together, the "*Q Stakeholders*")
who freely participate in, use, interact with or contribute to Q hereby
adopt the following constitution (this "*Q* *Constitution*").
{empty} +
[.text-left]
=== Q CONSTITUTION
[.text-left]
=== Article 1.       SUPREMACY OF THE Q CONSTITUTION
[horizontal]
1.1:: This Q Constitution sets out the basic rules of Q, including the
rules for participating in, using, interacting with or contributing to
Q.
1.2:: This Q Constitution shall only be amended at the proposal of one or
more Q Token Holders if such proposal is put to a vote and accepted in
accordance with Appendix 5. Otherwise, any purported amendment to this
Q Constitution shall be null and void.
1.3:: By operating a full node that supports the Q peer-to-peer network,
each node on Q, including each Validator Node and each Root Node, (each node on Q, a "*Q Node*") agrees to
and accepts this Q Constitution, as amended from time to time in
accordance with the terms of this Q Constitution. By holding at least
one Q Token, each Q Token Holder agrees to and accepts this Q
Constitution, as amended from time to time in accordance with the terms
of this Q Constitution. By holding a Q Personal ID, each Q ID Holder
agrees to and accepts this Q Constitution, as amended from time to time
in accordance with the terms of this Q Constitution.
1.4:: Notwithstanding each Q Stakeholder's agreement to and acceptance of
this Q Constitution in accordance with Article 1.3, the Q Stakeholders
shall not at any time constitute, participate or act in a partnership
with one another under this Q Constitution.
1.5:: A Q Stakeholder shall only access Q and use the Q Blockchain using a
client software which offers a mechanism independent of the Q Blockchain
for collecting cryptographic proof of each removal of the Main Account or the Alias (as
applicable) of a Validator Node from the Validator Node List and each addition of the
Main Account of such Validator Node to the Validator Node Exclusion List
in accordance with Article 9.
1.6:: Capitalised terms used, but not otherwise defined in this Q
Constitution (including in the Preamble and Appendices to this Q
Constitution) shall have the meanings given in Appendix 1. Certain
technical parameters used in the definitions included in Appendix 1 are
specified in Part B of Appendix 7.

1.7:: The parameters in square brackets are included in this Q Constitution
for information purposes only and each of them reflects an aspect of the
current technical implementation of this Q Constitution.
Such parameters do not form part of this Q Constitution and amendments
to any such parameters do not constitute Fundamental Changes, Basic
Changes, Detailed Changes or Other Changes and,
accordingly, do not require the consent of any Q Stakeholder in
accordance with this Q Constitution at any time.
[.text-left]
=== Article 2.       THE Q BLOCKCHAIN AND TRANSACTIONS ON Q
[horizontal]
2.1:: Q shall operate on a public, distributed blockchain (the "*Q
Blockchain*").
2.2:: The Q Blockchain shall be maintained by a permissionless peer-to-peer
network of nodes.
2.3:: The state of Q at any time shall be validated on a delegated proof of
stake (DPoS) basis by the Validator Nodes.
2.4:: The Q Blockchain shall be the definitive record of the state of Q at
any time and of all transactions carried out on Q up to such time. The Q
Blockchain shall not be modified retrospectively. After a transaction
has been recorded on the Q Blockchain, it shall only be modified by way
of a subsequent transaction.
[.text-left]
=== Article 3.       Q TOKENS AND Q TOKEN HOLDERS
[horizontal]
3.1:: The native assets of Q shall be tokens in bearer form which are fully
fungible with each other (each, a "*Q Token*"). Each Q Token shall be
subdivided into and shall be freely transferable in fractions of
1/10^18^ or any integral multiple thereof. Unless the context requires
otherwise, all references to Q Tokens in this Q Constitution shall be
construed to include freely transferable fractions of Q Tokens.
3.2:: Initially, 1,000,000,000 Q Tokens shall be generated. Thereafter, a
number of additional Q Tokens equal to the Block Subsidy shall be
generated with every new block on the Q Blockchain and allocated between
the Q Stakeholders (other than the Q Nodes) in accordance with Part A of
Appendix 7.
3.3:: Each holder of a Q Token (the "*Q Token Holder*") may delegate some
or all of its rights (including, without limitation, voting rights) in
respect of any Q Token held by it to any other Q Token Holder.
3.4:: Each Q Token Holder may propose changes to and amendments of Q,
including, without limitation, this Q Constitution and vote on any such
proposal in accordance with Appendix 5.
[.text-left]
=== Article 4.       VALIDATOR NODES
[horizontal]
4.1:: The Operator of a node on Q may Self Stake to the main Public Key associated with
such node on Q (the "*Main Account*") some or all of the Q
Tokens owned by such Operator. Further, the Operator of a node on Q may designate by way of transaction on
the Q Blockchain another Public Key associated with such node on Q, different from
the Main Account, as an Alias of such Main Account. The Operator of a node on Q
may also remove by way of transaction on the Q Blockchain the Public Key previously
designated as the Alias of the Main Account of a node on Q.
4.2:: At any time, a number of nodes on Q (i)
up to the Maximum Number of Validator Nodes with the highest Total
Accountable Stake of Q Tokens at such time and (ii) whose Main Account or whose Alias is
included on the Validator Node List at such time shall act as
validator nodes (each such node, together with the Operator of such
node, a "*Validator Node*"). Each Validator Node expressly accepts this Q Constitution each time it co-signs
a block on the Q Blockchain which directly or indirectly embeds a hash
of this Q Constitution.
4.3:: At any time, a number of nodes on Q up to the Maximum Number of
Validator Node Candidates which are not Validator Nodes, but which have
the next highest Total Accountable Stake of Q Tokens at such time, and
whose Main Accounts are not included on the Validator Node Exclusion List,
shall be candidates to become Validator Nodes (each such node, together
with the Operator of such node, a "*Validator Node Candidate*").
4.4:: In addition to any Self Stake of Q Tokens to a node on Q by the
Operator of such node, any Q Token Holder may Delegate Stake some or all
of the Q Tokens owned by such Q Token Holder to the Main Account of a Q Node which is
already a Validator Node or a Validator Node Candidate.
4.5:: Each Validator Node shall be responsible for maintaining the state of
Q in compliance with this Q Constitution, with the care of a diligent
Validator Node and in good faith. In particular, but without limitation,
each Validator Node is obliged to:
+
[horizontal]
4.5.1::: operate a full node that supports the Q peer-to-peer network by
running a Q client software that reflects the rules of Q as laid down in
this Q Constitution;
4.5.2::: where applicable, verify each Onchain Voting Proposal in accordance with
Appendix 5 for technical correctness;
4.5.3::: as a strict obligation which the Q Token Holders consider essential
to enforce the rules of this Q Constitution and to protect the value of
the Q Blockchain, formulate block candidates which contain one or more
Valid Transactions on a first-come-first-served basis and sign those
block candidates or co-sign block candidates formulated by other
Validator Nodes which contain one or more Valid Transactions. Such Valid
Transactions shall include, without limitation:
+
[horizontal]
(a):::: any transaction technically required under Article 6, Article 7 or
Article 8;
(b):::: if an Enforceable Arbitral Award has been rendered, a corresponding
transaction recording the terms of such Enforceable Arbitral Award and,
if applicable, one or more further transactions implementing the terms
of such Enforceable Arbitral Award;
(c):::: if a Slashing Appeal is withdrawn or considered as withdrawn after
the expiry of the Slashing Appeal Verification Period, but before an
Enforceable Arbitral Award has been rendered, a corresponding
transaction recording the withdrawal of such Slashing Appeal;
(d):::: if any Onchain Voting Proposal is rejected in accordance with Paragraph 2(f)
of Appendix 5, a corresponding transaction recording the rejection of
such Onchain Voting Proposal; and
(e):::: if any Onchain Voting Proposal which is an Emergency Proposal and is
accepted in accordance with Paragraph 2(e)(ii) of Appendix 5, a
corresponding transaction recording the acceptance of such Onchain Voting
Proposal and, if applicable, one or more further transactions
implementing the terms of such Onchain Voting Proposal.
++ ++:::  For the avoidance of doubt, for the purposes of this Article 4.5.3, as long as a
Validator Node has a designated Alias, such Validator Node shall only be
entitled to act through its Alias and not through its Main Account.
4.6:: For all purposes under this Q Constitution including, without limitation, for the
purposes of Articles 4.8 and 4.9 and for the purposes of the Root Nodes' monitoring
obligations under Article 5.3, a Validator Node shall be fully responsible and liable at
all times for all actions taken through its Main Account and through its Alias,
including any failure by its Main Account or by its Alias to take a particular action.
4.7:: For validating transactions on Q and recording them on the Q
Blockchain on a first-come-first-served basis, the Validator Nodes shall
be entitled to receive certain fees in accordance with Appendix 3.
4.8:: Each Validator Node agrees and irrevocably accepts that, in case of a
breach of its obligations under this Q Constitution, it will be
sanctioned by the Slashing of Q Tokens Self Staked to it in accordance
with Article 6. The severity of the sanctions depends on the gravity of
the breach, as assessed by the Root Nodes on a case-by-case basis, where
applicable having regard for Appendix 9 and the maximum percentage of
Self Staked Q Tokens to be Slashed in the context of specific breaches.
Such sanctions are to be applied with rigour as a central means pursuant
to this Q Constitution to incentivize good conduct by Validator Nodes
generally, to compensate and incentivize those Q Token Holders who
exercise supervisory and policing functions, to compensate all Q Token
Holders for the general risk assumed and general losses incurred by
their entirety due to the conduct of non-compliant Validator Nodes, and
to limit the risk of future harm occurring.
4.9:: Further and in addition, each Validator Node agrees to and
irrevocably accepts that, if, at any time, it breaches any of its
obligations under Article 4.5.3, the Main Account or its Alias (as applicable) shall be removed from
the Validator Node List and the Main Account shall be included on the Validator Node
Exclusion List in accordance with Article 9. If the Main Account of a
Validator Node is included on the Validator Node Exclusion List at any
time, the relevant node shall immediately be removed from consensus and
cease being a Validator Node and, in particular, it shall not validate
any transactions on Q as long as such Main Account remains on the
Validator Node Exclusion List.

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[.text-left]
=== Article 5.       ROOT NODES
[horizontal]
5.1:: At any time, a number of nodes on Q up to the Maximum Number of Root
Nodes whose Main Account is included on the Root Node List shall act as root nodes (each such node,
together with the Operator of such node, a "*Root Node*").
5.2:: If a node on Q satisfies the requirements for inclusion on the
Root Node List as set out in Part A of Appendix 2, the Q Token Holder who is the Operator
of such node on Q may propose its appointment as a Root Node in accordance with Appendix
+5.+ If the relevant Voting Proposal is accepted, such node on Q shall become a Root Node and its Main Account shall be included on the Root Node List.
Further, each Q Token Holder may, at any time, propose the removal of
any one or more existing Root Nodes at such time and vote on any such
proposal in accordance with Appendix 5. If such Voting Proposal is
accepted, such Root Node shall cease being a Root Node and, in
particular, shall no longer have any voting rights in its capacity as Root Node, and its Main Account shall be
removed from the Root Node List.
5.3:: Each Root Node shall be responsible for monitoring the functioning of
the Q Blockchain in line with this Q Constitution, with the care of a
diligent Root Node and in good faith. In particular, but without
limitation, each Root Node is obliged to:
+
[horizontal]
5.3.1::: provide such evidence as may reasonably be required by Q Token
Holders from time to time that such Root Node satisfies the requirements
for inclusion on the Root Node List as set out in Part A of Appendix 2
and publicly disclose and provide without undue delay evidence of any
changes to such information;
5.3.2::: operate a full node that supports the Q peer-to-peer network by
running a Q client software that reflects the rules of Q as laid down in
this Q Constitution;
5.3.3::: monitor whether Validator Nodes and Root Nodes act in compliance
with their obligations under this Q Constitution and identify any
relevant breaches;
5.3.4::: subject to Article 5.5, as a strict obligation which the Q Token
Holders consider essential to enforce the rules of this Q Constitution
and to protect the value of the Q Blockchain, if, at any time, a
Validator Node or a Root Node acts in breach of its obligations under
this Q Constitution, make a Slashing Proposal in respect of some or all
of the Q Tokens Self Staked to the relevant Validator Node or the
relevant Root Node;
5.3.5::: subject to Article 5.5, as a strict obligation which the Q Token
Holders consider essential to enforce the rules of this Q Constitution
and to protect the value of the Q Blockchain:
+
[horizontal]
(a):::: if a Slashing Proposal has been accepted in accordance with
Appendix 5, execute a corresponding Slashing Transaction;
(b):::: if an Enforceable Arbitral Award has been rendered, execute a
corresponding transaction recording the terms of such Enforceable
Arbitral Award and, if applicable, one or more further transactions
implementing the terms of such Enforceable Arbitral Award; and
(c):::: if a Slashing Appeal is withdrawn or considered as withdrawn after
the expiry of the Slashing Appeal Verification Period, but before an
Enforceable Arbitral Award has been rendered, execute a corresponding
transaction recording the withdrawal of such Slashing Appeal;
5.3.6::: subject to Article 5.5, as a strict obligation which the Q Token
Holders consider essential to enforce the rules of this Q Constitution
and to protect the value of the Q Blockchain, following the occurrence
of a Slashing Objection and the expiry of the related Slashing Appeal
Period, if such Root Node determines, in its reasonable view, that the
relevant Slashed Node has not commenced a Slashing Appeal in accordance
with Article 6.3.2 or the Slashed Node has commenced such Slashing
Appeal, but such Slashing Appeal has been withdrawn or is considered as
withdrawn prior to the expiry of such Slashing Appeal Period, propose a
Slashing Confirmation during the Slashing Appeal Verification Period;
5.3.7::: as a strict obligation which the Q Token Holders consider essential
to enforce the rules of this Q Constitution and to protect the value of
the Q Blockchain, if it is the respondent to any Slashing Appeal and if
a co-respondent Root Node is appointed in accordance with Article 6.8,
make an application that the co-respondent Root Node be joined as
co-respondent to the relevant proceedings in accordance with Article
6.9;
5.3.8::: vote on each Onchain Voting Proposal in respect of which it is an Eligible
Voter during the applicable Voting Period, unless such Onchain Voting Proposal
is accepted in accordance with Paragraph 2(e)(ii) of Appendix 5 prior to
the expiry of the applicable Voting Period;
5.3.9::: in the circumstances described in Article 9.1, vote on each Layer Zero Voting
Proposal;
5.3.10::: in respect of each Onchain Voting Proposal whose implementation would
require any system contract upgrade within Q and which is accepted in
accordance with Appendix 5, prior to implementation of the relevant system
contract upgrade, compare the proposed source code of such system contract
upgrade with the terms of the corresponding Onchain Voting Proposal and, if it
is reasonably satisfied that the proposed source code matches the terms of the
Onchain Voting Proposal, execute the relevant source code update;
5.3.11::: co-sign each block between Validation Cycles which includes the
Validator Node List for the next Validation Cycle, if:
+
[horizontal]
(a):::: the Validator Node List comprises the Validator Nodes with the
highest Total Accountable Stake of Q Tokens at such time; and
(b):::: such Validator Node List does not contain the Main Account
or the Alias of any Validator Node whose Main Account has been included on the Validator Node
Exclusion List in the circumstances described in Article 9.1 and remains on the Validator Node Exclusion List;
5.3.12::: subject to Article 5.5, as a strict obligation which the Q Token
Holders consider essential to enforce the rules of this Q Constitution
and to protect the value of the Q Blockchain, each time a Validator Node
does not implement or otherwise give effect to:
+
[horizontal]
(a):::: any transaction technically required under Article 6, Article 7 or
Article 8;
(b):::: any transaction recording or implementing the terms of any
Enforceable Arbitral Award;
(c):::: any transaction recording any withdrawal of a Slashing Appeal after
the expiry of the relevant Slashing Appeal Verification Period;
(d):::: any transaction recording the rejection of a Voting Proposal in
accordance with Paragraph 2(f) of Appendix 5; or
(e):::: any transaction recording and implementing the terms of any Voting
Proposal which is an Emergency Proposal and which is accepted in
accordance with Paragraph 2(e)(ii) of Appendix 5,
++ ++::: determine whether, in its reasonable discretion, it should remove the
Main Account or the Alias (as applicable) of a Validator Node from the Validator Node List and add
the Main Account of such Validator Node to the Validator Node Exclusion
List in accordance with Article 9. Each Root Node shall be required to
do so in all circumstances where, in connection with the relevant breach
by such Validator Node, a Slashing Transaction is executed for 100% of
such Validator Node's Self Staked Q Tokens. In all other cases, each
Root Node shall be required to do so only if such Root Node determines
that removing the Main Account or the Alias (as
applicable) of such Validator Node from the Validator
Node List and adding the Main Account of such Validator Node to the
Validator Node Exclusion List is necessary or desirable to protect the
integrity of Q (including, without limitation, to prevent one or more
persons from circumventing or unduly delaying any Slashing in accordance
with this Q Constitution);
5.3.13::: following any changes to the composition of the panel of Root Nodes,
update the Root Node List, propagate such updated Root Node List via the
Q peer-to-peer network and maintain an offchain record of the then
current Root Node List;
5.3.14::: where applicable, review and verify an Onchain Voting Proposal which has been
accepted for compliance with this Q Constitution and if, in its
reasonable view, the Onchain Voting Proposal is not in compliance with this Q
Constitution or if it is otherwise required to do so under this Q
Constitution, exercise its veto right in respect of such Onchain Voting Proposal
by making a declaration to that effect, in each case, in accordance with
Appendix 5; and
5.3.15::: in connection with any arbitration proceedings arising under or in
connection with this Q Constitution:
+
[horizontal]
(a):::: pay all fees it is required to pay in connection with such
arbitration proceedings in accordance with this Q Constitution, with the
rules applicable to such arbitration proceedings or following an award
given at such arbitration proceedings;
(b):::: conduct such arbitration proceedings properly and independently
and, in case of arbitration proceedings arising under or in connection
with a Slashing Appeal, act free of conflicting interests and have due
regard for the collective interests of the community of Q Stakeholders
in the outcome of such arbitration proceedings; and
(c):::: support to the fullest extent possible any Enforceable Arbitral
Award rendered in such arbitration proceedings; and
5.3.16::: in respect of each Integrated Application, perform the services specified in Appendix 4 or, as the case may be, in respect of an Integrated Application in respect of which an Onboarding Date has occurred but an Offboarding Date has not yet occurred, the Governance Services determined in accordance with Appendix 11, in each case, at the times specified in or, as the case may be, determined in accordance with Appendix 4 or Appendix 11.
++ ++:: For the avoidance of doubt, for the purposes of Articles 5.3.11 and 5.3.13, as long as a
Root Node has a designated Alias, such Root Node shall only be entitled to act
through its Alias and not through its Main Account.
5.4:: For all purposes under this Q Constitution including, without limitation, for the
purposes of Articles 5.6 and for the purposes of the Root Nodes' monitoring
obligations under Article 5.3, a Root Node shall be fully responsible and liable at all
times for all actions taken through its Main Account and through its Alias, including
any failure by its Main Account or by its Alias to take a particular action.
5.5:: In the circumstances described in Articles 5.3.4, 5.3.5, 5.3.6 and
5.3.12, if any Root Node makes the relevant Slashing Proposal, executes
a transaction, proposes a Slashing Confirmation or proposes the removal
of the Main Account or the Alias (as applicable) of a Validator Node from the Validator Node List and
the addition of the Main Account of such Validator Node to the Validator
Node Exclusion List, each other Root Node's obligation shall instead be
to vote on such Slashing Proposal, Slashing Confirmation or, as the case
may be such addition or removal of such Public Key in accordance with
Appendix 6 and to support such transaction. In the circumstances described in Article 5.3.10, if more than 50% of the
Root Nodes have already executed the relevant source code update, each remaining
Root Node shall be released from the obligation to execute such source code update.
5.6:: Each Root Node agrees and irrevocably accepts that, in case of a
breach of its obligations under this Q Constitution, it will be
sanctioned by the Slashing of Q Tokens Self Staked to it in accordance
with Article 6. In particular, in the event of such breach, any (other)
Root Node may make a Slashing Proposal in respect of some or all of the
Q Tokens Self Staked to the relevant Root Node which has breached its
obligations and each Eligible Voter may vote on such Slashing Proposal
in accordance with Appendix 5. The severity of the sanctions depends on
the gravity of the breach, as assessed by the Root Nodes. They are to be
applied with rigour as a central means pursuant to this Q Constitution
to incentivize good conduct by Root Nodes generally, to compensate and
incentivize those Q Token Holders who exercise supervisory and policing
functions, to compensate all Q Token Holders for the general risk
assumed and general losses incurred by their entirety due to the conduct
of non-compliant Root Nodes, and to limit the risk of future harm
occurring. Each Root Node shall assess the gravity of a breach on a
case-by-case basis, where applicable having regard for Appendix 9 and
the maximum percentage of Self Staked Q Tokens to be Slashed in the
context of specific breaches.
5.7:: Further and in addition, each Root Node agrees to and irrevocably
accepts that its Main Account shall be removed from the Root Node List in the
circumstances described in Article 9.3. If the Main Account of a Root Node is removed from
the Root Node List at any time, the relevant node shall immediately
cease being a Root Node and, in particular, shall no longer have any
voting rights in its capacity as Root Node.
[.text-left]
=== Article 6.       SLASHING
[horizontal]
6.1:: In case of a Slashing Proposal made by an Eligible Proposer, each
Eligible Voter in respect of such Slashing Proposal shall accept such
Slashing Proposal if it is of the view that the relevant Validator Node
or Root Node has acted in breach of its obligations under this Q
Constitution and the percentage of Q Tokens Self Staked to the relevant
node to be Slashed is proportionate to the severity of the breach,
having regard for the Slashing Considerations. For the avoidance of
doubt, only Q Tokens Self Staked to a relevant node (and not any
Delegated Stake) may be subject to a Slashing Proposal.
6.2:: In connection with each Slashing Proposal, each Validator Node shall
implement and otherwise give effect to a corresponding Slashing
Transaction in the circumstances described in Article 4.5.3.
6.3:: In respect of each Slashing Transaction, the affected Validator Node
or Root Node (the "*Slashed Node*") may:
+
[horizontal]
6.3.1::: notify the panel of Root Nodes during the Slashing Objection Period
that it intends to request a review of the Slashing (the giving of such
notice, a "*Slashing Objection*"); and
6.3.2::: only if a Slashing Objection occurs in accordance with Article
6.3.1, commence a review of the Slashing by way of arbitration in
accordance with Article 13 by submitting a request for arbitration and
paying the relevant filing fee to the Secretariat of the ICC
International Court of Arbitration, in each case, during the Slashing
Appeal Period (a review requested by a Validator Node, a "*VN Appeal*",
and a review requested by a Root Node, an "*RN Appeal*", and each VN
Appeal or RN Appeal, a "*Slashing Appeal*").
6.4:: A Slashing Appeal shall be the only recourse of the Slashed Node
against a Slashing and the Slashed Node shall not initiate other
proceedings against a Slashing.
6.5:: The respondent Root Node to each Slashing Appeal and, thus, a
substitute for the community of Q Stakeholders in the Slashing Appeal,
shall be the Eligible Proposer who made the relevant Slashing Proposal.
The Eligible Proposer shall be fully autonomous in handling the
proceedings and shall not be bound to follow any instructions by any
other Q Stakeholder.
6.6:: As soon as reasonably practicable after commencing a Slashing Appeal
during the Slashing Appeal Period, the Slashed Node shall notify the
panel of Root Nodes of the commencement of such Slashing Appeal and
shall provide them with reasonable evidence that the request for
arbitration has been received by the Secretariat of the ICC
International Court of Arbitration and that the Slashed Node has paid
the relevant filing fee. As soon as reasonably practicable after receipt
of the relevant request for arbitration from the Secretariat of the ICC
International Court of Arbitration, the (initial) respondent to the
relevant Slashing Appeal shall notify the panel of Root Nodes of such
receipt. If, at any time, a Slashing Appeal is withdrawn or considered
as withdrawn, as soon as reasonably practicable after such withdrawal or
deemed withdrawal, each of the Slashed Node and the each (co-)respondent
to the relevant Slashing Appeal shall notify the panel of Root Nodes of
such withdrawal or deemed withdrawal and shall provide them with
reasonable evidence thereof.
6.7:: In respect of each Slashing Objection which occurs, following the
expiry of each Slashing Appeal Period, during the Slashing Appeal
Verification Period, if any Root Node determines that, in its reasonable
view, the Slashed Node has not commenced a Slashing Appeal in accordance
with Article 6.3.2 or the Slashed Node has commenced such Slashing
Appeal, but such Slashing Appeal has been withdrawn or is considered as
withdrawn prior to the expiry of such Slashing Appeal Period, such Root
Node shall make an Onchain Voting Proposal during the Slashing Appeal
Verification Period that the Root Nodes declare that no Slashing Appeal
has been commenced and ongoing (such declaration, a "*Slashing
Confirmation*") and the other Root Nodes shall vote on such Onchain Voting
Proposal in accordance with Appendix 5. A Slashing Confirmation shall
occur if the relevant Onchain Voting Proposal is accepted.
6.8:: In respect of each Slashing Objection which occurs, if no Slashing
Confirmation occurs during the relevant Slashing Appeal Verification
Period and if, upon the expiry of the Slashing Appeal Period, the
percentage of Q Tokens Self Staked to the relevant node which are the
subject of the relevant Slashing Transaction is higher than the
Co-Respondent Threshold, then the panel of Root Nodes shall appoint a
co-respondent Root Node for the purposes of such Slashing Appeal. Any
Root Node shall be entitled to propose that it or another Root Node be
appointed as the co-respondent Root Node and such Root Node shall be so
appointed if such proposal is accepted in accordance with Appendix 5 by
no later than the end of the Co-Respondent Appointment Period. If, upon
the expiry of the Co-Respondent Appointment Period, no proposal is
accepted in accordance with the preceding sentence, the Root Node whose
time stamp is next in order on the Root Node List shall be automatically
appointed as the co-respondent Root Node (starting with the Root Node
with earliest time stamp on the Root Node List for the purposes of the
first Slashing Appeal to which this Article 6.8 applies, then following
the chronological order of the time stamps of the Root Nodes on the Root
Node List until the Root Node with latest time stamp on the then current
Root Node List is appointed and then (re-)starting with the Root Node
with earliest time stamp on the then current Root Node List).
6.9:: After a co-respondent Root Node is appointed in accordance with
Article 6.8, the (initial) respondent Root Node shall make an
application to the Arbitral Tribunal that the co-respondent Root Node be
joined as co-respondent to the proceedings and, to the extent necessary,
each of the relevant Slashed Node and the co-respondent Root Node shall
be deemed to support such application. The co-respondent Root Node to
each Slashing Appeal and, thus, also a substitute for the community of Q
Stakeholders in the Slashing Appeal, shall be fully autonomous in
handling the proceedings and shall not be bound to follow any
instructions by any other Q Stakeholder.
6.10:: In connection with each Slashing Transaction if (i) a Slashing
Objection occurs and (ii) a corresponding Slashing Confirmation does not
occur, neither the (initial) respondent Root Node, nor the co-respondent
Root Node shall make a settlement proposal which would become legally
binding upon acceptance, nor accept a legally binding settlement
proposal in respect of such Slashing Appeal unless the (initial)
respondent Root Node or, as the case may be, the co-respondent Root Node
has put such settlement proposal to a vote and such settlement proposal
has been accepted in accordance with Appendix 5.
6.11:: In connection with each Slashing Appeal:
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6.11.1::: in connection with any application by the parties that any
settlement reached between the parties be recorded in the form of an
award made by consent of the parties, the Arbitral Tribunal shall verify
whether the parties have complied with their obligations under Article
6.10 (and, if the Arbitral Tribunal is not satisfied that the parties
have complied with their obligations under Article 6.10, the Arbitral
Tribunal shall not record such settlement in the form of an award);
6.11.2::: the Arbitral Tribunal shall determine whether the appropriate
percentage of Q Tokens Self Staked to the relevant node should have been
equal to or lower than the actual percentage of Q Tokens subject of the
relevant Slashing Transaction (but may not determine that the
appropriate percentage of Q Tokens Self Staked to the relevant node to
be Slashed should have been higher than the actual percentage of Q
Tokens subject to the relevant Slashing Transaction);
6.11.3::: the Arbitral Tribunal shall not order the Slashed Node to make any
payment or delivery (including, without limitation, it shall not order
the payment of any compensation or damages) to any Q Token Holder
(including, without limitation, to the Eligible Proposer who initiated
the Slashing);
6.11.4::: the Arbitral Tribunal may order that the Slashed Node or the
(initial) respondent Root Node (but not the co-respondent Root Node)
compensate any costs incurred by any other party to the proceedings in
connection with the Slashing Appeal (including, without limitation, any
reasonable legal costs).
6.12:: Slashing (and, in the case of Validator Nodes only, removal of the
Main Account or the Alias (as applicable) of a relevant Validator Node from the Validator Node List and
addition of the Main Account of such Validator Node to the Validator Node
Exclusion List) shall be the primary remedy against a Validator Node or
a Rood Node which breaches its obligations under this Q Constitution,
but other remedies shall also be available. In particular, any Q
Stakeholder may request specific performance or cease and desist from
the Validator Node or the Root Node breaching its obligations under this
Q Constitution.

[.text-left]
=== Article 7.       WITHDRAWAL OF STAKE
[horizontal]
7.1:: If a Q Stakeholder (other than the Operator of a node on Q) has
requested the withdrawal of any Q Tokens which constitute Stake
Delegated to a node on Q, such Q Tokens shall be released upon the
expiry of a Q Token Time Lock Period following such request in all
circumstances.
7.2:: If the Operator of a node on Q has requested the withdrawal of any Q
Tokens Self Staked to such node, such Q Tokens shall be released upon
the expiry of a Q Token Time Lock Period following such request.
Notwithstanding the preceding sentence, if, during the Q Token Time Lock
Period, a Slashing Proposal is made in respect of some or all of the Q
Tokens Self Staked to such node, such Self Staked Q Tokens shall only be
released to the extent such Self Staked Q Tokens are not Slashed, as
described in Appendix 10.
[.text-left]
=== Article 8.        RIGHTS DURING AND FOLLOWING SLASHING
[horizontal]
8.1:: In connection with each Slashing Proposal:
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8.1.1::: the Operator of the relevant node on Q shall retain all its rights
(other than withdrawal rights) arising out of or in connection with all
Self Staked Q Tokens until such time (if any) that a number of Self
Staked Q Tokens specified in the relevant Slashing Proposal (the result
rounded down to the nearest 1/10^18^ of a Q Token) are Slashed by way of
a corresponding Slashing Transaction; and
8.1.2::: the withdrawal rights arising out of or in connection with any Q
Tokens Staked to the relevant node on Q shall be determined in
accordance with Article 7.
8.2:: In connection with each Slashing Transaction, all Self Staked Q
Tokens which are Slashed pursuant to such Slashing Transaction shall be
held in escrow effected by way of smart contract during the Escrow
Period.
+
For these purposes, "*Escrow Period*" means the period commencing when a
Slashing Transaction is effected and:
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8.2.1::: if a Slashing Objection does not occur, the expiry of the Slashing
Objection Period; or
8.2.2::: if a Slashing Objection occurs, either:
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(a):::: the occurrence of a relevant Slashing Confirmation; or
(b):::: if a relevant Slashing Confirmation does not occur and:
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(i);; if the relevant Slashing Appeal is not withdrawn or considered as
withdrawn and an Enforceable Arbitral Award is rendered in respect of
such Slashing Appeal, the execution of a corresponding transaction
recording the terms of such Enforceable Arbitral Award; or
(ii);; if the relevant Slashing Appeal is withdrawn or considered as
withdrawn, the execution of a corresponding transaction recording the
terms of such withdrawal.
8.3:: All Q Tokens held in escrow in accordance with Article 8.2 shall be
disregarded for all purposes (including, without limitation, for the
purposes of determining the Total Accountable Stake of such node in
connection with any allocations and redistributions in accordance with
Part A of Appendix 7 and for the purposes of determining the number of
votes cast by any relevant Q Token Holder for the purposes of any vote
conducted in accordance with Appendix 5).
8.4:: Upon the expiry of the Escrow Period:
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8.4.1::: if either:
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(a):::: a Slashing Objection does not occur; or
(b):::: a Slashing Confirmation occurs; or
(c):::: a Slashing Confirmation does not occur, but the relevant Slashing
Appeal is withdrawn or considered as withdrawn,
++ ++::: the Q Tokens shall be released from escrow and shall be allocated and
redistributed in accordance with Part A of Appendix 7; or
8.4.2::: if a Slashing Objection occurs, a Slashing Confirmation does not
occur and the relevant Slashing Appeal is not withdrawn or considered as
withdrawn, the Q Tokens shall be released from escrow and each Validator
Node and each Root Node shall implement and otherwise give effect to any
Enforceable Arbitral Award rendered in respect of such Slashing Appeal
in accordance with Article 4.5.3 or Article 5.3.5.
[.text-left]
=== Article 9.        VALIDATOR NODE LIST, VALIDATOR NODE EXCLUSION LIST AND ROOT NODE LIST
[horizontal]
9.1:: As a strict obligation which the Q Token Holders consider essential
to enforce the rules of this Q Constitution and to protect the value of
the Q Blockchain, if, at any time, a Validator Node breaches any of its
obligations under Article 4.5.3, each Root Node shall determine whether,
in its reasonable discretion, it should remove such Validator Node from
consensus. Each Root Node shall make such determination in accordance
with Article 5.3.12. If a Root Node determines that such Validator Node
should be removed from consensus, such Root Node shall make a Layer Zero Voting
Proposal (or, if another Root Node has already made such Layer Zero Voting
Proposal, shall vote on such Layer Zero Voting Proposal) to add the Main Account of such Validator Node to the Validator
Node Exclusion List, thereby triggering a removal of
the Main Account or the Alias (if applicable) of such Validator Node from the Validator Node
List. If such Layer Zero Voting Proposal is accepted in accordance with Appendix 6, the Main Account of such Validator Node shall be added to the
Validator Node Exclusion List and the Main Account or the Alias (as
applicable) of such Validator Node shall be removed from the Validator Node List and
each Root Node shall propagate via the Q peer-to-peer network an updated Validator Node List
setting out the updated membership of the panel of Validator Nodes and
an updated Validator Node Exclusion List.
9.2:: Each time the Operator of a Validator Node designates an Alias of the Main Account
of such Validator Node or removes an Alias of the Main Account of such Validator
Node, each Root Node shall update the Validator Node List and each Root Node shall propagate
via the Q peer-to-peer network such updated Validator Node List setting out the
updated list of Main Accounts and/or Aliases of the panel of Validator Nodes.
9.3:: Each time a Q Token Holder makes an Onchain Voting Proposal to change the
membership of the panel of Root Nodes and such Onchain Voting Proposal is
accepted by the Required Majority of votes cast by Eligible Voters in
accordance with Appendix 5, the membership of the panel of Root Nodes
shall change accordingly and each Root Node shall propagate via the Q
peer-to-peer network an updated Root Node List setting out the updated
membership of the panel of Root Nodes.
[.text-left]
=== Article 10.       EXPERT PANELS
[horizontal]
10.1:: Without prejudice to the Q Token Holders' rights under this Q
Constitution, the Q Token Holders hereby delegate their decision-making
rights with respect to certain technical and operational aspects of the
Q Blockchain to expert panels (the "*Expert Panels*").
10.2:: The current Expert Panels are set out in Appendix 8. Expert Panels
may be established or dissolved from time to time if a sufficient number
of Q Token Holders amend Appendix 8 accordingly. Any proposal for such
amendment shall constitute a proposal for amendment to the Appendices to
this Q Constitution and shall be decided by way of vote in accordance
with Appendix 5.
10.3:: The maximum number of members of each Expert Panel and its
decision-making powers are set out in Appendix 8. An Expert Panel shall
determine its own rules and procedures of working from time to time,
_provided that_ such rules and procedures are in compliance with this
Q Constitution. All members of an Expert Panel shall be Q Token Holders.
10.4:: Each Expert Panel shall make determinations and take decisions by way
of vote in accordance with Appendix 5.
10.5:: Each Q Token Holder may propose amendments to the membership of any
Expert Panel and vote on any such proposal in accordance with Appendix
5.
[.text-left]
=== Article 11.       Q ID
[horizontal]
11.1:: Q ID is an application on the Q Blockchain which legal or natural
persons can use to certify their identity.
11.2:: Following a successful verification of a person as a natural person,
such natural person shall be issued with a non-transferable natural
person flag on their Q ID certificate (such Q ID certificate with a
natural person flag, a "*Q Personal ID*"). At any point in time, the Q
Token Holders may amend this Article 11.2 such that, following such
amendment, 1 Q Token shall be generated upon the issuance of each Q
Personal ID.
11.3:: The holders of a Q Personal ID (each, a "*Q ID Holder*") shall have
certain veto rights in connection with any proposed changes to this Q
Constitution, the membership of the panel of Root Nodes or any Expert
Panel as set out in Appendix 5. However, the Q ID Holder's veto rights
shall initially be in abeyance and shall only become effective from such
point in time that a sufficient number of Q Token Holders (i) determine
that Q has become sufficiently decentralised to prevent an abuse of such
veto rights by the Q ID Holders and (ii) amend this Article 11.3
accordingly.
11.4:: Any proposal for amendment to Article 11.2 or Article 11.3 shall be
decided by way of vote in accordance with Appendix 5.
[.text-left]
=== Article 12.       INTEGRATED APPLICATIONS
[horizontal]
12.1:: Any application which:
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[horizontal]
12.1.1::: is integrated on the Q Blockchain such that, (i) for its operation or governance, it relies on certain governance services provided by Q Stakeholders in accordance with this Q Constitution and, (ii) in exchange for
such governance services, it pays certain fees which are allocated between the groups of existing Q Stakeholders in accordance with Part A of Appendix 7; and
12.1.2::: which either
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[horizontal]
(a):::: operates as described in Appendix 4; or
(b):::: at the relevant time, has been and remains onboarded in accordance with Part A of Appendix 11,
++ ++::: shall be an integrated application of Q (each, an "*Integrated Application*").
12.2:: In respect of each Integrated Application, each Root Node shall perform the services set out in and at the times specified in Appendix 4 or, as the case may be, determined in accordance with Appendix 11.
12.3:: Notwithstanding the above, there shall be no restrictions on who may
access Q and the applications which may be developed on the Q Blockchain
by any legal or natural person. In particular, the Q Blockchain shall
also support any applications which are not Integrated Applications.
[.text-left]
=== Article 13.       Applicable Law and Dispute Resolution
[horizontal]
13.1:: Unless the parties to such contracts expressly agree otherwise, all
contracts arising under and/or in connection with this Q Constitution
shall be governed by the UNIDROIT Principles of International Commercial
Contracts (2016).
13.2:: Each Q Stakeholder agrees to be bound by the Dispute Rules. By
acquiring and holding Q Tokens or a Q Personal ID, each Q Stakeholder
irrevocably agrees to be bound by the Dispute Rules Undertaking. If any
person does not accept the Dispute Rules or does not agree to be bound
by the Dispute Rules Undertaking, such person must not acquire or hold Q
Tokens or a Q Personal ID.
13.3:: If any Q Stakeholder breaches the Dispute Rules Undertaking, such Q
Stakeholder shall indemnify and hold harmless or compensate (at the
creditor's choice) each other Q Stakeholder against any financial
disadvantage suffered in connection with such breach and shall release
such other Q Stakeholder to the fullest extent possible from any
obligation arising under any judgment or ruling by a state court or an
arbitral tribunal if such judgment or ruling has been obtained in breach
of the Dispute Rules or the Dispute Rules Undertaking.
13.4:: All Q Stakeholders are bound by the following arbitration clause:
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[horizontal]
13.4.1::: All Q Stakeholders agree and irrevocably accept that all disputes
arising out of or in connection with this Q Constitution shall be
resolved by way of arbitration before an arbitration tribunal (the
"*Arbitral Tribunal*") under the Rules of Arbitration of the
International Chamber of Commerce (the "*ICC Rules*") and without
recourse to the ordinary courts of law. This arbitration agreement shall
include, without limitation:
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(a):::: the holding of and transacting with Q Tokens or Q Personal IDs and
any corresponding records on the Q Blockchain;
(b):::: disputes about Slashing (in particular, each Slashing Appeal);
(c):::: each challenge by a Validator Node of the removal of the Main
Account or the Alias (as applicable) of such Validator
Node from the Validator Node List and the addition of such
Validator Node to the Validator Node Exclusion List in
accordance with Article 9 made by such Validator Node against the
relevant Eligible Proposer (as substitute for the community of Q
Stakeholders); and
(d):::: any Q Stakeholder's request for specific performance or cease and
desist from a Validator Node or from a Root Node which breaches its
obligations under this Q Constitution, including, without limitation,
its obligations with respect to any Slashing Transaction or any
Enforceable Arbitral Award.
13.4.2::: Pursuant to Article 30(2)(b) of the current ICC Rules (2021), the
Expedited Procedure Rules shall apply irrespective of the amount in
dispute.
13.4.3::: If the parties reach a settlement after the file has been
transmitted to the Arbitral Tribunal in accordance with the current ICC
Rules, the parties shall make a joint request to the Arbitral Tribunal
in accordance with Article 33 of the current ICC Rules that the
settlement be recorded in the form of an award made by consent of the
parties.
13.4.4::: In deviation from Articles 37(2), (3) and (4) of the current ICC
Rules (2021), any advances on costs in respect of a claim or a
counterclaim shall be payable in full by the party making such claim or
counterclaim.
13.4.5::: In accordance with Articles 38(4) and (5) of the current ICC Rules
(2021):
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(a):::: the final award shall fix the costs of the arbitration and decide
which of the parties shall bear them or in what proportion they shall be
borne by the parties; and
(b):::: in making decisions as to costs, the Arbitral Tribunal may take
into account such circumstances as it considers relevant, including the
extent to which each party has conducted the arbitration in an
expeditious and cost-effective manner. For the avoidance of doubt, the
Arbitral Tribunal may give an award on the merits of the dispute in
favour of one of the parties and still decide that such party shall bear
some or all of the costs of the proceedings.
++ ++::: Further, in making decisions as to costs in the context of a Slashing
Appeal, the Arbitral Tribunal shall have regard for Article 6.11.4.
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13.4.6::: The seat of the arbitration shall be Zurich, Switzerland. The Arbitral
Tribunal may, after consulting with the parties, conduct hearings and
meetings at any location it considers appropriate, unless otherwise
agreed by the parties.
13.4.7::: Unless the Arbitral Tribunal determines otherwise, all filings may be
done electronically per e-mail and all hearings may be held virtually.
13.4.8::: The language of the arbitration shall be English.
13.4.9::: Swiss law shall apply to this arbitration clause.
13.4.10::: In its decision, the Arbitral Tribunal shall in particular:
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(a):::: make a ruling on its jurisdiction, if the latter is contested;
(b):::: enforce the rules for Slashing and decide on each Slashing Appeal,
having regard for the Slashing Considerations;
(c):::: in connection with each Slashing Appeal, rule on or otherwise make a
determination in respect of the matters set out in Article 6.11 (if
applicable); and
(d):::: in each Slashing Appeal in which the Slashed Node pleads that the
vote on the relevant Slashing Proposal or the outcome of such vote has
not been in compliance with the provisions in Appendix 5, give a
declaratory award which declares whether the vote is valid or not and
what the outcome of the vote is, in each case, in compliance with the
provisions in Appendix 5.
++ ++::: For the avoidance of doubt, if an Arbitral Tribunal renders an award
requiring a Root Node to make a payment or delivery, the relevant Root
Node can satisfy such award by, at its choice, either (1) delivering or
surrendering an appropriate number of Q Tokens or (2) paying the
monetary equivalent to the relevant number of Q Tokens, in each case, in
accordance with the terms of such award (including, in the case of limb
(2) above, as to the currency in which such monetary equivalent should
be paid and any applicable exchange rate).
13.4.11::: Arbitral awards issued pursuant to this Q Constitution may be enforced
in any court of competent jurisdiction.
13.4.12::: Notwithstanding Article 13.4.1, Q Stakeholders may:
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(a):::: apply to any competent judicial authority for interim or conservatory
measures; and
(b):::: commence court proceedings supporting arbitral proceedings or
relating to arbitral awards including, without limitation, setting
aside-, exequatur- or enforcement proceedings.
++ ++::: The application by a Q Stakeholder to a judicial authority for such
measures or the commencement by a Q Stakeholder of such court
proceedings shall not be deemed to be an infringement or a waiver of the
arbitration agreement and shall not affect the relevant powers reserved
to the Arbitral Tribunal.
13.5:: A link to a publicly available source where any Enforceable Arbitral
Award can be accessed shall be published on the Q Blockchain for the
purpose of improving the governance and legal certainty of Q for the
community of Q Stakeholders.


[.text-center]
=== APPENDIX 1
[.text-center]
==== DEFINITIONS
[.text-center]
===== PART A- FIRST-LEVEL DEFINITIONS
[horizontal.text-left]
(a):: "*Arbitral Tribunal*" has the meaning given in Article 13.4.1.
(b):: "*Alias*"  means, in respect of a node on Q, another Public Key associated with such
node on Q (i.e., other than the Public Key of the Main Account associated with such
node on Q), designated by the Operator of such node on Q by way of transaction on
the Q Blockchain. The Operator of a node on Q may remove an Alias at any time by
way of transaction on the Q Blockchain. Each Validator Node and each Root Node
may only have one Alias at any time, save that if a node on Q is both a Validator Node
and a Root Node at the same time, it may have one Alias in its capacity as Validator
Node and another Alias in its capacity as Root Node.
(c):: "*Basic Changes*" means any changes to Article 4 through to Article
13 of this Q Constitution, to any definitions contained in Part A of
Appendix 1 or to any technical parameters contained in Part B of
Appendix 7 to this Q Constitution, in each case, to the extent such
changes do not constitute Fundamental Changes.
(d):: "*Block Subsidy*" [_blockSubsidy_] means the number of Q Tokens
specified in Part B of Appendix 7.
(e):: "*CliqueEpochLength*" [_cliqueEpochLength_] means the number of
blocks specified in Part B of Appendix 7 which are produced within one
consensus cycle by the Validator Nodes participating in such consensus
cycle.
(f):: "*Co-Respondent Appointment Period*" means, in respect of each
Slashing Transaction, a period starting upon the expiry of the relevant
Slashing Appeal Verification Period and ending a number of hours
specified in Part B of Appendix 7 after the expiry of the relevant
Slashing Appeal Verification Period.
(g):: "*Co-Respondent Threshold*" means, in respect of each Slashing
Objection which occurs, if no Slashing Confirmation occurs during the
relevant Slashing Appeal Verification Period, the percentage of the
aggregate number of Q Tokens specified in Part B of Appendix 7 which are
Self Staked to such node on Q at such time determined as of the expiry
of the Slashing Appeal Period.
(h):: "*Delegated Stake*" means, in respect of a node on Q which is a
current Validator Node or a Validator Node Candidate, the number of Q
Tokens Staked to the Main Account of such node on Q in respect of which the relevant
transaction(s) effecting such Stake are not signed using the private key
corresponding to the Main Account of such node on Q. To "*Delegate Stake*"
shall be construed accordingly. For the avoidance of doubt, no Stake may
be Delegated to a node on Q other than a current Validator Node or a
Validator Node Candidate.
(i):: "*Detailed Changes*" means any changes to this Q Constitution other
than Fundamental Changes or Basic Changes.
(j):: "*Dispute Rules*" means the dispute resolution rules set out in this
Q Constitution and its Appendices from time to time.
(k):: "*Dispute Rules Undertaking*" means the unilateral commitment and
undertaking by each Q Token Holder (the "*consenting Q Token Holder*")
for the benefit of each other Q Token Holder to accept and observe the
Dispute Rules at all times and to ensure that the Dispute Rules are
binding on the consenting Q Token Holder at all times.
(l):: "*Enforceable Arbitral Award*" means any final arbitral award in
respect of which the statutory deadline for set aside proceedings has
lapsed or the competent state courts have rejected, wholly or in part,
with _res judicata effect_ an application for set aside.
(m):: "*Escrow Period*" has the meaning given in Article 8.2.
(n):: "*Expert Panel*" has the meaning given in Article 10.1.
(o):: "*Fundamental Changes*" means any changes to the fundamental
principles of Q set out in the Preamble to this Q Constitution or to
Article 1 through to Article 3 of this Q Constitution or to any related
definitions contained in Part A of Appendix 1 or to any technical
parameters contained in Part B of Appendix 7 to this Q Constitution
which are either used in or are otherwise necessary to construe the
Preamble or such Articles or any definitions or technical parameters
used in them.
(p):: "*ICC Rules*" has the meaning given in Article 13.4.1.
(q):: "*Industry Group*" means, at any time, each industry group
identified in Part C of Appendix 2 at such time.
(r):: "*Integrated Application*" has the meaning given in Article 12.1.
(s):: "*Main Account*" has the meaning given in Article 4.1.
(t):: "*Maximum Number of Experts*" [_maxNExperts_] means, at any time, in
respect of each Expert Panel, the number of experts for the relevant
Expert Panel specified in Part B of Appendix 7.
(u):: "*Maximum Number of Root Nodes*" [_maxNRootNodes_] means, at any
time, the number of nodes on Q specified in Part B of Appendix 7.
(v):: "*Maximum* *Number of Validator Node Candidates*"
[_maxNStandbyValidators_] means, at any time: (i) if, at such time, the
number of nodes on Q acting as Validator Nodes are fewer than the
Maximum Number of Validator Nodes, nil (0); and (ii) if, at such time,
the number of nodes on Q acting as Validator Nodes is equal to the
Maximum Number of Validator Nodes, the lower of the number of nodes on Q
specified for such purposes in Part B of Appendix 7 and the number of
nodes on Q which are not Validator Nodes, but which have the next
highest Total Accountable Stake of Q Tokens at such time and whose
Public Keys are not included on the Validator Node Exclusion List.
(w):: "*Maximum Number of Validator Nodes*" [_maxNValidators_] means, at
any time, the number of nodes on Q specified in Part B of Appendix 7.
(x):: "*Operator*" of a node on Q means the legal or natural person who
owns the private key associated with the main Public Key of such node.
(y):: "*Other Changes*" means any changes to Q which do not amount to Fundamental Changes, Basic Changes or Detailed Changes. For the avoidance of doubt, Other Changes would capture source code or other technical changes within Q, including, without limitation, changes to the source code of any smart contract used within Q.
(z):: "*Proposing Root Node*" means, in respect of a Slashing Proposal in
respect of any Slashing of Q Tokens which have been Self Staked to a
Validator Node or to a Root Node, the Root Node which makes such
Slashing Proposal.
(aa):: "*Public Key*" means, in respect of any Q Stakeholder, the ECDSA public key of such
Q Stakeholder or, as the context requires, the rightmost 160 bits of the Keccak hash of
such ECDSA public key.
(bb):: "*Q* *Constitution*" has the meaning given in Preamble (C).
(cc):: "*Q ID Holder*" has the meaning given in Article 11.3.
(dd):: "*Q Node*" has the meaning given in Article 1.3.
(ee):: "*Q Personal ID*" has the meaning given in Article 11.2.
(ff):: "*Q* *Stakeholder*" has the meaning given in Preamble (C).
(gg):: "*Q Token*" has the meaning given in Article 3.1.
(hh):: "*Q Token Holder*" has the meaning given in Article 3.3.
(ii):: "*Q Token Time Lock Period*" means, in connection with a request by
any party for the release of Q Tokens owned and Staked by such party
from the relevant Stake, the period of time specified in Part B of
Appendix 7 after such request is made.
(jj):: "*Required RNL Majority*" means the required percentage of the panel of Root Nodes specified in Part B of Appendix 7 who must cryptographically sign a Root Node List in order to authenticate it.
(kk):: "*Required VNEL Majority*" means the required percentage of the panel of Root Nodes specified in Part B of Appendix 7 who must cryptographically sign a Validator Node Exclusion List in order to authenticate it.
(ll):: "*RN Appeal*" has the meaning given in Article 6.3.2.
(mm):: "*Root Node*" has the meaning given in Article 5.1.
(nn):: "*Root Node Candidate*" means, at any time, each Q Node which
wishes to become a Root Node at such time.
(oo):: "*Root Node List*" means, at any time, the most recent time-stamped list of Main Accounts of the current panel of Root Nodes which
satisfy the requirements for inclusion on the Root Node List as set out
in Part A of Appendix 2 and whose appointment has been approved by the
Required Majority of votes cast by Eligible Voters in accordance with
Appendix 5 and which has been cryptographically signed
by at least the Required RNL Majority at such time.
(pp):: "*Self Stake*" means, in respect of a node on Q, the number of Q
Tokens Staked to the Main Account of such node on Q by the Operator of such node on Q, in
respect of which the relevant transaction(s) effecting such Stake are
signed using the private key corresponding to the Main Account of such
node on Q. To "*Self Stake*" shall be construed accordingly.
(qq):: To "*Slash*" any Q Tokens and a "*Slashing*" of any Q Tokens which
have been Self Staked to a Validator Node or a Root Node means the
confiscation and redistribution of such Self Staked Q Tokens in
accordance with this Q Constitution after such Validator Node or such
Root Node has acted in breach of its obligations under this Q
Constitution.
(rr):: "*Slashed Node*" has the meaning given in Article 6.3.
(ss):: "*Slashing Appeal*" has the meaning given in Article 6.3.2.
(tt):: "*Slashing Appeal Period*" means, in respect of each Slashing
Transaction, a period starting upon the occurrence of a Slashing
Objection during the Slashing Objection Period and ending a number of
hours specified in Part B of Appendix 7 after the occurrence of such
Slashing Objection.
(uu):: "*Slashing Appeal Verification Period*" means, in respect of each
Slashing Transaction, a period starting upon the expiry of the relevant
Slashing Appeal Period and ending a number of hours specified in Part B
of Appendix 7 after the expiry of the relevant Slashing Appeal Period.
(vv):: "*Slashing Confirmation*" has the meaning given in Article 6.7.
(ww):: "*Slashing Considerations*" means, in connection with any Slashing
Proposal, each of:
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(i)::: whether the relevant Validator Node or Root Node whose Self Staked
Q Tokens are the subject of such Slashing Proposal has acted in breach
of its obligations this Q Constitution;
(ii)::: the adequate percentage of Self Staked Q Tokens to be Slashed in
connection with the relevant breach;
(iii)::: in considering the adequate percentage of Self Staked Q Tokens (if
any) to be Slashed:
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(A):::: whether the relevant breach happened with intent, negligence, or
accidentally;
(B):::: whether the relevant breach was isolated or repeated;
\(C):::: whether the relevant breach caused economic harm to some or all of
the Q Stakeholders, considering also the materiality of such harm;
(D):::: if applicable, the severity of the breach having regard for
Appendix 9 and the maximum percentage of Self Staked Q Tokens to be
Slashed in the context of specific breaches; and
(E):::: whether a similar or analogous fact patterns has been considered
and whether any applicable guidance has been given in connection with
any previous Slashing Transactions or awards of Arbitral Tribunals
constituted in accordance with this Q Constitution (to the extent known
or otherwise available).
(xx):: "*Slashing Objection*" has the meaning given in Article 6.3.1.
(yy):: "*Slashing Objection Period*" means, in respect of each Slashing
Transaction, a period starting upon the relevant Slashing Transaction
being published on the Q Blockchain and ending a number of hours
specified in Part B of Appendix 7 after the relevant Slashing
Transaction being published on the Q Blockchain or, if a Slashing
Objection occurs before such period has expired, ending upon the
occurrence of such Slashing Objection.
(zz):: "*Slashing Proposal*" means, in respect of any Slashing of Q Tokens
which have been Self Staked to a Validator Node or a Root Node, the
proposal by an Eligible Proposer that such Slashing is effected,
including the percentage of Self Staked Q Tokens to be Slashed, which
shall also specify the main Public Key of the Eligible Proposer and any other
information necessary to establish the full name and address of the
Eligible Proposer which can be used by the relevant Validator Node or,
as the case may be, Root Node for the purposes of identifying the
Eligible Proposer in connection with any arbitration proceedings.
(aaa):: "*Slashing Proposal Eligibility Period*" means, in respect of any Slashing Proposal, a
period equal to the number of hours specified in Part B of Appendix 7 from the
occurrence of the breach by a Validator Node or a Root Node of its obligations under
this Q Constitution in respect of which such Slashing Proposal is made.
(bbb):: "*Slashing Reward Share*" means, in connection with the Slashing of
any Q Tokens which have been Self Staked to a Validator Node or to a
Root Node, the lower of (1) the percentage of the Self Staked Q Tokens
specified for such purposes in Part B of Appendix 7 which are Slashed
pursuant to the relevant Slashing Transaction and (2) the percentage of
the Q Tokens specified for such purposes in Part B of Appendix 7 which
are Staked to the relevant Proposing Root Node at the time the relevant
Slashing Proposal is made.
(ccc):: "*Slashing Transaction*" means, in respect of each Slashing Proposal
which is accepted by the Required Majority of votes cast by Eligible
Voters in accordance with Appendix 5, a corresponding transaction on the
Q Blockchain, pursuant to which the percentage of Q Tokens Self Staked
to the relevant node specified in such Slashing Proposal, rounded down
to the nearest 1/10^18^ of a Q Token, are confiscated from the relevant
Slashed Node and placed in escrow effected by way of smart contract, to
be released from escrow and allocated and redistributed in accordance
with Article 8.4 upon the expiry of the relevant Escrow Period.
(ddd):: To "*Stake*" or to "*Stake to a node on Q*" any Q Tokens and a
"*Stake*" of any Q Tokens by a Q Token Holder means the delivery of such
Q Tokens to a smart contract linked to the Main Account of a particular
node on Q for the purposes of securing the Q Blockchain by means of a
proof of stake consensus and, as a result, the immobilization of such Q
Tokens on the Q Blockchain. Each Stake shall be effected by way of
either Self Stake or Delegated Stake. If a Q Token Holder has Staked to
a node on Q any Q Tokens, such Q Tokens shall remain Staked to such node
on Q until such time that (1) the Q Token Holder withdraws such Q Tokens
from such Stake or (2) such Q Tokens are Slashed.
(eee):: "*Total Accountable Stake*" means, in respect of any node on Q, the
lower of (i) the aggregate number of Q Tokens Staked to the Main Account of such node
(taking into account both any Self Stake and any Stake Delegated to such
node) and (ii) the number of Q Tokens Self Staked to the Main Account of such node
multiplied by the Stake Delegation Factor specified for such purposes in
Part B of Appendix 7. As long as any relevant Q Tokens are held in
escrow in accordance with Article 8.2, for the purposes of this
definition, such Q Tokens shall be deemed not to be Self Staked to such
node and number of Q Tokens determined in accordance with the preceding
sentence shall be reduced accordingly.
(fff):: "*Valid Transaction*" means any transaction on the Q Blockchain
which has been validly signed with the private key of the legal or
natural person initiating such transaction, which does not constitute
double spending, which is not inconsistent or otherwise constitutes a
breach of this Q Constitution in any other way and in respect of which
any applicable transaction fees have been fully paid.
(ggg):: "*Validation Cycle*" means the initiation, co-signing and
publication on the Q Blockchain of all blocks with Valid Transactions
within a CliqueEpochLength.
(hhh):: "*Validator Node*" has the meaning given in Article 4.1.
(iii):: "*Validator Node Candidate*" has the meaning given in Article 4.3.
(jjj):: "*Validator Node Exclusion List*" means, at any time, the most
recent time-stamped list of the Main Accounts of all (former) Validator
Nodes whose Main Accounts or Aliases (as applicable) have been removed from the Validator Node List in the
circumstances described in Article 9.1 and which has been
cryptographically signed by the Required VNEL Majority at such time.
(kkk):: "*Validator Node List*" means the list of the (current) panel of
Validator Nodes whose Main Accounts have the highest Total Accountable Stake of Q Tokens at
such time and whose Main Accounts are not included on the Validator Node
Exclusion List. In respect of each Validator Node on the (current) panel of
Validator Nodes, if such Validator Node has designated an Alias which has not been
removed, the Validator Node List shall include the Alias and not the Main Account of
such Validator Node. Otherwise, the Validator Node List shall include the Main
Account of such Validator Node.
(lll):: "*VN Appeal*" has the meaning given in Article 6.3.2.

[.text-center]
===== PART B- SECOND-LEVEL DEFINITIONS
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(a):: "*Borrowing Fee*" has the meaning given in Paragraph 1(iii) of
Appendix 4.
(b):: "*Collateral Ceiling*" has the meaning given in Paragraph 2 of Appendix 4.
(c):: "*Collateralization Ratio*" has the meaning given in Paragraph
1(i) of Appendix 4.
(d):: "*DAO*" means any association of two or more persons, regardless of the legal form of such association and whether such association has legal personality in one or more jurisdictions, which is identified as a "decentralized autonomous organisation" or "DAO" in its constitutional document(s).
(e):: "*Eligible Collateral*" has the meaning given in Paragraph 1(i)
of Appendix 4.
(f):: "*Eligible Proposer*" means, in respect of an Onchain Voting Proposal, any
person specified in respect of the relevant type of Onchain Voting Proposal in
the column "Eligible Proposer" in the table set out in Paragraph 3 of
Appendix 5.
(g):: "*Eligible Q Stakeholder*" means a Q Stakeholder other than a Q
Node.
(h):: "*Eligible Voter*" means, in respect of an Onchain Voting Proposal, any
person specified in respect of the relevant type of Onchain Voting Proposal in
the column "Eligible Voter" in the table set out in Paragraph 3 of
Appendix 5.
(i):: "*Emergency Proposal*" means any determination by one or more Root
Nodes that Q needs to be upgraded without delay and that a failure to do
so carries a high likelihood of causing material damage to the interests
of the Q Stakeholders (including, without limitation, to remedy any
critical security vulnerabilities and remove any exploit opportunities)
and associated proposal by one or more Root Nodes of an appropriate
upgrade, as determined by such Root Node(s) acting reasonably.
(j):: "*Governance Fees*" means, in respect of any Governance Service identified in an Onboarding Proposal, the fee which would be payable in accordance with Paragraph 3 of Part A of Appendix 11 in respect of the performance of the relevant Governance Service. A Governance Fee may either relate to a period of time during which the applicable Governance Service is to be provided, regardless of how many individual times the relevant Governance Service is provided during such period, or may relate to a single performance of a Governance Service.
(k):: "*Governance Services*" means each of the governance services set out in Part B of Appendix 11.
(l):: "*IA Constitution*" means, in respect of any Integrated Application, the constitutional document(s) in respect of such Integrated Application. In the case of any Integrated Application which is a DAO, the IA Constitution is expected to set out, in reasonable detail: the rules for establishing membership of the DAO; the relationship between the members of the DAO, including their rights and obligations; the governance of the DAO, include any relevant decision-making process; and any matters relating to the DAO or its activities in relation to which the panel of Root Nodes could perform Governance Services, including any relevant guidance for the performance of such Governance Services. In respect of any Integrated Application which has a recognised legal form, regardless of whether such Integrated Application has a legal personality, the IA Constitution shall contain the relevant information required under the applicable legal regime under which such Integrated Application exists.
(m):: "*IA Public Key*" means, in respect of any Integrated Application which has been onboarded in accordance with Appendix 11, the ECDSA public key identified in the Onboarding Proposal in respect of such Integrated Application or, as the context requires, the rightmost 160 bits of the Keccak hash of such ECDSA public key.
(n):: "*Governance Services*" means each of the governance services set out in Part B of Appendix 11.
(n):: "*Layer Zero Voting Proposal*" means any proposal affecting Q made by a Q
Stakeholder in accordance with this Q Constitution which is put to a vote by some or
all Q Stakeholders in accordance with Appendix 6.
(o)"*Liquidation Fee*" has the meaning given in Paragraph 1(vii) of
Appendix 4.
(p):: "*Liquidation Ratio*" has the meaning given in Paragraph 1(vii)
of Appendix 4.
(q):: "*Offboarding Date*" means, in respect of an Offboarding Proposal, the date on which such Offboarding Proposal is accepted by the Required Majority of votes cast by Eligible Voters in accordance with Appendix 5.
(r):: "*Offboarding Proposal"*" means any proposal made in accordance with Paragraph 5 of Part A of Appendix 11 that each Root Node no longer provide the Governance Services in respect of an Onboarding Proposal. An Offboarding Proposal may contain information or documents justifying such proposed discontinuation of Governance Services.
(s):: "*Onboarding Date*" means, in respect of an Onboarding Proposal, the date on which such Onboarding Proposal is accepted by the Required Majority of votes cast by Eligible Voters in accordance with Appendix 5.
(t):: "*Onboarding Proposal*" means any proposal made in accordance with Paragraph 1 of Part A of Appendix 11 that each Root Node provide certain Governance Services in respect of an Integrated Application. In order to be valid, an Onboarding Proposal shall:
+
[horizontal]
(i)::: identify the relevant Integrated Application and specify the applicable Governance Services, including, in respect of each Governance Service, each applicable parameter in respect of such Governance Service identified in Appendix 11 with sufficient clarity to enable the Root Nodes to perform such Governance Service;
(ii)::: specify the Source from which each Root Note can obtain a copy of the then current version of the relevant IA Constitution in English free of charge;
(iii)::: specify the applicable IA Public Key as well as, in respect of each Governance
Service, the applicable Service Request Key;
(iv)::: propose the Governance Fees payable in accordance with Paragraph 3 of Part A of Appendix 11 in connection with each Governance Service identified in such Onboarding Proposal and identify what constitutes a single performance of such Governance Service;
(v)::: contain a certification by at least one Q Token Holder that they are a member of or participant in or that they have the power and authority to represent and bind the Integrated Application at the relevant time and that:
+
[horizontal]
(A):::: they expressly accept this Q Constitution on behalf of the Integrated Application; and
(B):::: they undertake on behalf of the Integrated Application that the members of or participants in the Integrated Application shall not amend or waive any part of the IA Constitution which would impact the ability of the Root Nodes to perform any Governance Services in respect of such Integrated Application in accordance with this Q Constitution or the timing or manner of such performance; and
(vi)::: contain a copy of this Q Constitution signed by the relevant Q Token Holder who has given the certification under Paragraph (v) on behalf of the Integrated Application (which may be in the form of an electronically signed hash of this Q Constitution)
(u):: "*Onchain Voting Proposal*" means any proposal affecting Q made by a Q
Stakeholder in accordance with this Q Constitution which is put to a vote by some or
all Q Stakeholders in accordance with Appendix 5.
(v):: "*Oracle*" means, in respect of any level, value or other
information, the external price source used for the purposes of
obtaining such level, value or other information.
(w):: "*Q DeFi*" has the meaning given in Appendix 4.
(x):: "*Q ID Veto Quorum*" means in respect of an Onchain Voting Proposal which is
subject to approval by the Q ID Holders, the quorum of Q ID Holders
specified in respect of the approval of the relevant type of Onchain Voting
Proposal in the column "Q ID Veto Quorum" in the table set out in
Paragraph 3 of Appendix 5.
(y):: "*Q Lending & Borrowing Platform*" has the meaning given in Appendix 4.
(z):: "*Q L&B Immobilized Amount*" has the meaning given in Paragraph 3
of Appendix 4.
(aa):: "*Q L&B Loan*" has the meaning given in Paragraph 1(i) of
Appendix 4.
(bb):: "*Q L&B User*" has the meaning given in Paragraph 1 of Appendix
4.
(cc):: "*Q Reserve Share*" means, in connection with any Q Tokens to be
allocated or redistributed to the Q Token Holders in accordance with
Paragraphs 2, 3 or 4 of Part A of Appendix 7, a proportion of such Q
Tokens as determined by the Q Fees & Incentives Expert Panel from time
to time which shall be applied to reduce the System Debt to zero and, if there is no
System Debt at such time, which shall
be retained within Q as reserve and which shall be applied to reduce any System Debt
which accrues in the future in accordance with Paragraph 8 of Appendix 4.
(dd):: "*Q Stablecoin*" has the meaning given in Appendix 4.
(ee):: "*Q Stablecoin Collateral Liquidation Auction*" has the meaning given in Paragraph
1(vii) of Appendix 4.
(ff):: "*Q Stablecoin Surplus Auction*" has the meaning given in Paragraph 7 of Appendix
4.
(gg):: "*Q Stablecoin Surplus Threshold*" has the meaning given in Paragraph 5 of
Appendix 4.
(hh):: "*Q System Debt Auction Threshold*" has the meaning given in Paragraph 8 of
Appendix 4.
(ii):: "*Q System Debt Auction*" has the meaning given in Paragraph 8 of Appendix 4.
(jj):: "*Quorum*" means, in respect of an Onchain Voting Proposal, the quorum of
Eligible Voters specified in respect of the relevant type of Onchain Voting
Proposal in the column "Quorum" in the table set out in Paragraph 3 of
Appendix 5. If the Eligible Voters are Q Token Holders, the Quorum shall
be determined as a percentage of the aggregate number of votes
associated with all Q Tokens in existence at the time of the relevant
Onchain Voting Proposal.
(kk):: "*Quorum Required for Supermajority*" means, in respect of an Onchain Voting
Proposal, the quorum of Eligible Voters specified in respect of the
relevant type of Onchain Voting Proposal in the column "Quorum Required for
Supermajority" in the table set out in Paragraph 3 of Appendix 5. If the
Eligible Voters are Q Token Holders, the Quorum Required for
Supermajority shall be determined as a percentage of the aggregate
number of votes associated with all Q Tokens in existence at the time of
the relevant Onchain Voting Proposal.
(ll):: "*Required Majority*" means, in respect of an Onchain Voting Proposal, the
number of votes cast by Eligible Voters in favour of such Onchain Voting
Proposal, expressed as a percentage of the overall number of votes cast
by Eligible Voters in connection with such Onchain Voting Proposal, necessary
for the relevant type of Onchain Voting Proposal to be accepted as specified in
the column "Required Majority" in the table set out in Paragraph 3 of
Appendix 5. If the Eligible Voters are Q Token Holders, the Required
Majority shall be determined as a percentage of the aggregate number of
votes associated with the Q Tokens held by the Q Token Holders who cast
their votes, where each Q Token Holder shall have one (1) vote in
respect of each 1/10^18^ of a Q Token held by it. If the Eligible Voters
are Root Nodes or members of an Expert Panel, the Required Majority
shall be determined as a percentage of the aggregate number of votes
which can be cast by the panel of Root Nodes or the relevant Expert
Panel, where each Root Node or member of the relevant Expert Panel shall
have one (1) vote.
(mm):: "*Required Supermajority*" means, in respect of an Onchain Voting Proposal,
the number of votes cast by Eligible Voters in favour of such Onchain Voting
Proposal, expressed as a percentage of the overall number of votes cast
by Eligible Voters in connection with such Onchain Voting Proposal, necessary
for the relevant type of Onchain Voting Proposal to be accepted as specified in
the column "Required Supermajority" in the table set out in Paragraph 3
of Appendix 5. If the Eligible Voters are Q Token Holders, the Required
Supermajority shall be determined as a percentage of the aggregate
number of votes associated with the Q Tokens held by the Q Token Holders
who cast their votes, where each Q Token Holder shall have one (1) vote
in respect of each 1/10^18^ of a Q Token held by it. If the Eligible
Voters are Root Nodes or members of an Expert Panel, the Required
Supermajority shall be determined as a percentage of the aggregate
number of votes which can be cast by the panel of Root Nodes or the
relevant Expert Panel, where each Root Node or member of the relevant
Expert Panel shall have one (1) vote.
(nn):: "*Service Request*" means, in respect of an Integrated Application in respect of which an Onboarding Proposal has been accepted by the Required Majority of votes cast by Eligible Voters in accordance with Appendix 5 and in respect of which the Offboarding Date has not yet occurred, any proposal made by or on behalf of such Integrated Application using the relevant Service Request Key linked to such Integrated Application and specific Governance Service that the Root Nodes perform such Governance Service in respect of such Integrated Application in accordance with Part B of Appendix 11. A Service Request shall be valid only if (i) the person making such proposal by or on behalf of the Integrated Application propagates such request via the Q peer-to-peer network and (ii) contains all information which is technically required for each Root Node to perform the relevant Governance Service (including, without limitation, full details about the relevant voting proposal which triggered the relevant voting contract to which such Service Request relates).
(oo):: "*Service Request Key*" means, in respect of any Integrated Application which has been onboarded in accordance with Appendix 11, the ECDSA public key identified in the Onboarding Proposal in respect of each specific Governance Service in respect of such Integrated Application or, as the context requires, the rightmost 160 bits of the Keccak hash of such ECDSA public key. Each Service Request Key is expected to correspond to a specific voting contract in respect of the relevant Integrated Application which is set out in the applicable system contracts registry of the relevant Integrated Application.
(pp):: "*Source*" means, in respect of any notice or other document, the source, location or address from which such notice or other document can be obtained by any relevant Q Stakeholder.
(qq):: "*Stabilization Reward*" has the meaning given in Paragraph 3 of
Appendix 4.
(rr):: "*System Debt*" has the meaning given in Paragraph 6 of Appendix 4.
(ss):: "*System Surplus*" has the meaning given in Paragraph 5 of Appendix 4
(tt):: "*Undercollateralized Q L&B User*" has the meaning given in
Paragraph 1(vii) of Appendix 4.
(uu):: "*Voting Period*" means, in respect of an Onchain Voting Proposal, the period
during which Eligible Voters are entitled to vote in respect of the
relevant type of Onchain Voting Proposal as specified in the column "Voting
Period" in the table set out in Paragraph 3 of Appendix 5. For the
avoidance of doubt, where the Eligible Voters are Root Nodes, an Onchain Voting
Proposal may be accepted in accordance with Paragraph (e)(ii) of
Appendix 5 prior to the expiry of the applicable Voting Period.

<<<

[.text-center]
=== APPENDIX 2
[.text-center]
==== ROOT NODE SELECTION
[.text-center]
===== PART A- MANDATORY REQUIREMENTS
[horizontal.text-left]
1.:: Each Root Node shall:
+
[horizontal.text-left]
(i)::: confirm its identity, ownership and control structure;
(ii)::: confirm its residence or, in the case of legal persons, address of
incorporation and, if different, address at which it may be served in
connection with any arbitration proceedings;
(iii)::: provide an overview of its motivation for becoming and acting as a
Root Node;
(iv)::: expressly accept, sign and make available for inspection by any Q
Stakeholder a signed copy of this Q Constitution. For the purposes of
this sub-paragraph (iv), a Root Node may sign this Q Constitution by
signing electronically a hash of this Q Constitution;
(v)::: be resident or, in the case of legal persons, incorporated in one
or more jurisdictions, in each of which foreign arbitral awards are
regularly enforced without undue delay in accordance with the terms of
the Convention on the Recognition and Enforcement of Foreign Arbitral
Awards of 1958 (the so-called New York Convention). In case the Root
Node is a branch of a legal person, this requirement shall also apply to
such legal person. In case the Root Node is a subsidiary of another
legal person, this requirement shall also apply to each natural and
legal person who directly or indirectly holds more than 25% of the
equity of such Root Node or who is able to exercise more than 25% of the
decision-making powers of such Root Node (including because it is able
to appoint more than 25% of such Root Node's board of directors or
managers).

[.text-center]
===== PART B- ELIGIBILITY CRITERIA
[horizontal.text-left]
1.:: Each Root Node Candidate shall contact the Root Node Selection
Expert Panel and provide such information as may be requested by any
member of the Root Node Selection Expert Panel to assess whether and to
what extent such Root Node Candidate satisfies the criteria set out in
Part A and the remaining paragraphs of Part B of this Appendix 2. The
purpose of such assessment is to help ensure that the members of the panel of Root Nodes are
selected on the basis of having a high degree of independence from the Validator Nodes, any
other Q Stakeholders or any governmental, supervisory or regulatory authorities, being
incorruptible and resistant to censorship, having the technical expertise to fulfil a supervisory
function within Q, contributing to the overall diversity of expertise and opinion in the panel of
Root Nodes, being highly motivated to promote the success of Q and showing a high degree
of overall commitment to Q.
2.:: The Root Node Selection Expert Panel shall make an assessment in
connection with each such application and shall promptly issue a
statement of the outcome of such assessment. Each assessment statement
shall be made available to each Q Token Holder upon request. In
particular, the Root Node Selection Expert Panel shall assess (i)
whether the Root Node satisfies each requirement set out in Part A of
this Appendix 2, (ii) the number of Q Tokens which are Self Staked to
such Root Node Candidate in accordance with Paragraph 4, (iii) the
industry classification of such Root Node Candidate in accordance with
Paragraph 5, (iv) the geographical classification of such Root Node
Candidate in accordance with Paragraph 6 and (v) such Root Node
Candidate's activity score in accordance with Paragraph 7.
3.:: Following such assessment, the Root Node Selection Expert Panel
shall assign to each Root Node Candidate and to each member of the then
current panel of Root Nodes a score, equal to the aggregate of scores as described in each of those
Paragraphs. For the purposes of assigning a score to a Root Node
Candidate or any member of the then current panel of Root Nodes, the
Root Node Selection Expert Panel shall not take into account the impact
to such score or any other Root Node Candidate(s) at the same time.
4.:: _Number of Q Tokens Staked._ The Root Node Selection Expert Panel
shall rank the Root Node Candidate and the members of the then current
panel of Root Nodes in terms of the number of Q Tokens which are Self
Staked to such Root Node Candidate. The node with most Self Staked Q
Tokens shall be assigned a score equal to the then current number of Root Nodes on the panel and the remaining nodes shall be
assigned scores corresponding to their rank in decreasing integrals of
one (1), floored at one (1). If two or more nodes have the same number
of Self Staked Q Tokens, they shall be assigned equal score. The score
assigned to the node with the next lower number of Self Staked Q Tokens
shall not be the next lower integral number, but shall take into account
the number of immediately preceding two or more nodes assigned equal
score. The resulting score of each node shall then be divided by the then current number of Root Nodes on the panel and multiplied by 0.2 and the result shall be such node's score of Self Staked Q Tokens.
5.:: _Industry Classification._ The Root Node Selection Expert Panel
shall assign the Root Node Candidate and each member of the then current
panel of Root Nodes to an Industry Group. The Root Node Selection Expert
Panel shall then assign a score to each node, equal to one (1) _divided by_
the number of nodes who are assigned to the same Industry Group. The resulting score of each node shall then be multiplied by 0.2 and the result shall be such node's industry classification score.
6.:: _Geographical Classification._ The Root Node Selection Expert Panel
shall assign the Root Node Candidate and each member of the then current
panel of Root Nodes to a country. The Root Node Selection
Expert Panel shall then assign a score to each node, equal to one (1)
_divided by_ the number of nodes who are assigned to the same country. The resulting score of each node shall then be multiplied by 0.2 and the result shall be such node's geographical classification score.
7.:: _Activity Score._ The Root Node Selection Expert Panel shall assign an activity score to each of the Root Node Candidate and each member of the then current panel of Root Nodes. Such activity score shall be the sum of the following three components:

[horizontal]
(a)::: The Root Node Selection Expert Panel shall assign the Root Node Candidate and each member of the then current panel of Root Nodes a score equal to the number of full calendar days the Root Node Candidate or the relevant Root Node has spent as a member of the panel of Root Nodes divided by the number of full calendar days the Root Node which has been a member of the panel of Root Nodes for the longest uninterrupted period has spent as a member of the panel of Root Nodes, the result multiplied by 0.4 and divided by three (3). For the avoidance of doubt, the score of the Root Node Candidate under this component shall be zero.
(b)::: The Root Node Selection Expert Panel shall assign the Root Node Candidate and each member of the then current panel of Root Nodes a score equal to (i) the number of times over the preceding 182 calendar days such node, in its capacity as Root Node, has (A) been an Eligible Voter in respect of an Onchain Voting Proposal and has voted on such Onchain Voting Proposal as Eligible Voter in accordance with Appendix 5 divided by (ii) the number of times over the preceding 182 calendar days the node which has participated in the biggest aggregate number of Onchain Voting Proposals, in its capacity as Root Node, has (A) been an Eligible Voter in respect of a Voting Proposal and has voted on such Onchain Voting Proposal in its capacity as Eligible Voter in accordance with Appendix 5, the result multiplied by 0.4 and divided by three (3).
(c)::: The Root Node Selection Expert Panel shall assign the Root Node Candidate and each member of the then current panel of Root Nodes a score equal to (i) the number of times over the preceding 182 calendar days such node has (A) made an Onchain Voting Proposal in its capacity as Root Node divided by (ii) the number of times over the preceding 182 calendar days the node which has made the biggest aggregate number of Onchain Voting Proposals in its capacity as Root Node has (A) made an Onchain Voting Proposal in its capacity as Root Node, the result multiplied by 0.4 and divided by three (3).

<<<

[.text-center]
===== PART C- INDUSTRY GROUPS
[horizontal.text-left]
1.:: The Root Node Selection Expert Panel shall assign each Root Node and
each Root Node Candidate to one of the following industry groups:
+
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(i)::: corporates;
(ii)::: financial institutions;
(iii)::: funds/investors;
(iv)::: blockchain infrastructure operators;
(v)::: not-for-profit organizations;
(vi)::: academic institutions;
(vii)::: governments, governmental agencies or regulatory bodies;
(viii)::: law firms or other legal personnel;
(ix)::: consulting or professional services;
(x)::: decentralized protocols and DAOs; and
(xi)::: other.

<<<

[.text-center]
=== APPENDIX 3
[.text-center]
==== TRANSACTION FEES
[horizontal.text-left]
1.:: Transaction fees shall be calculated and charged in Q Tokens.
2.:: Transaction fees charged by Validator Nodes shall be allocated
between the Q Stakeholders (other than the Q Nodes) in accordance with
Part A of Appendix 7.
3.:: The transaction fees charged by the Validator Nodes in respect of
each transaction on the Q Blockchain shall take into account the
computational, storage and other costs incurred by the Validator Nodes
in validating the state of the Q Blockchain and recording the relevant
transaction on the Q Blockchain.
4.:: The fees which the Validator Nodes shall charge per transaction shall
be determined by the Q Fees & Incentives Expert Panel from time to time
and shall be such that, after the applicable transaction fees incurred
in connection with a transaction on the Q Blockchain are allocated
between the groups of existing Q Stakeholders (other than the Q Nodes)
in accordance with Part A of Appendix 7, the amount so allocated to the
Validator Nodes is at least equal to the relevant computational, storage
and other costs incurred by the Validator Nodes in validating the state
of the Q Blockchain and recording the relevant transaction on the Q
Blockchain.

<<<

[.text-center]
=== APPENDIX 4
[.text-center]
==== INTEGRATED APPLICATIONS
[horizontal.text-left]
The Q Decentralized Finance System ("*Q DeFi*") is an Integrated
Application on the Q Blockchain, comprising a lending and borrowing
platform ("*Q Lending & Borrowing Platform*") and one or more Q stablecoins
(each, a "*Q Stablecoin*").
[horizontal.text-left]
1.:: The Q Lending & Borrowing Platform allows users (each, a "*Q L&B
User*") to draw loans in each Q Stablecoin against delivery of collateral. The key
features of the Q Lending & Borrowing Platform with respect to loans in
the relevant Q Stablecoin shall be as follows:
+
[horizontal.text-left]
(i)::: Subject to Paragraph 2, each Q L&B User may deliver crypto currencies or
other tokenized assets as determined by the Q
DeFi Expert Panel from time to time ("*Eligible Collateral*" in respect of the relevant Q Stablecoin) as
collateral to the Q Lending & Borrowing Platform by way of smart
contract. Following delivery of such Eligible Collateral, the relevant Q
L&B User may draw one or more loans (each, a "*Q L&B Loan*") in the relevant Q
Stablecoin in an amount up to the quotient of the value of the Eligible Collateral
delivered divided by the relevant collateralization ratio in respect of
such type of Eligible Collateral as determined by the Q DeFi Expert
Panel from time to time (the "*Collateralization Ratio*" in respect of the relevant Q
Stablecoin). For the avoidance of doubt, different Q Stablecoins may have
different Eligible Collateral and different Collateralization Ratio.
(ii)::: Subject to Paragraph 2, the relevant Q L&B User may (but shall not be required to) deliver
further Eligible Collateral l in respect of the relevant Q Stablecoin from time to time.
(iii)::: The relevant Q L&B User shall be entitled to the return of any
Eligible Collateral previously delivered in respect of the relevant Q Stablecoin (and not
in respect of any other Q Stablecoin) in an amount equal to the
excess between (I) the aggregate of the then current value of each type
of Eligible Collateral previously delivered in respect of the relevant Q Stablecoin and (II) the aggregate
principal amount of all Q L&B Loans they have drawn in such Q
Stablecoin and which are outstanding multiplied with the relevant Collateralization Ratio in respect of the relevant Q Stablecoin plus
the aggregate of all accrued borrowing fees in respect of all Q L&B Loans they
have drawn in such Q Stablecoin as determined by the Q DeFi
Expert Panel from time to time (each, a "*Borrowing Fee*") multiplied by
the relevant Collateralization Ratio.
(iv)::: Each Q L&B Loan shall not have a fixed maturity date, but shall be
repayable at the option of the relevant Q L&B User. A Q L&B Loan shall only be
repayable in the relevant Q Stablecoin in which it has been drawn.
(v)::: Each Q L&B User shall pay a Borrowing Fee in the relevant Q
Stablecoin determined by
reference to the principal amount of each Q L&B Loan they have drawn in such Q Stablecoin and
which is outstanding. The Borrowing Fee shall be due upon repayment of
the relevant Q L&B Loan.
(vi)::: No payments or deliveries shall be due from a Q L&B User in respect
of any Q L&B Loan other than (I) the initial delivery of Eligible
Collateral, (II) the payment of a Borrowing Fee in the relevant Q Stablecoin in respect of such Q L&B
Loan and (III) the repayment of such Q L&B Loan.
(vii)::: Should the aggregate value of all Eligible Collateral delivered by
a Q L&B User in respect of a Q Stablecoin (the "*Undercollateralized* *Q L&B User*") fall below a
pre-defined threshold as determined by the Q DeFi Expert Panel from time
to time in respect of such Q Stablecoin (the "*Liquidation Ratio*" in respect of such Q Stablecoin), the Q Lending & Borrowing Platform
shall auction such Eligible Collateral. Such auction of collateral (a "Q Stablecoin
Collateral Liquidation Auction") shall
be open to all Q Token Holders and all bids shall be denominated in
the relevant Q Stablecoin. Upon the conclusion of the relevant Q Stablecoin
Collateral Liquidation Auction
+
[horizontal.text-left]
(A):::: the relevant Eligible Collateral shall be transferred to the highest
bidder;
(B):::: an amount in the relevant Q Stablecoin equal to the greater of:
+
[horizontal.text-left]
(1)::::: the amount in Q Stablecoin bid by the highest bidder (the "Highest Collateral Bid Amount") minus the sum of (x) the
aggregate principal amount outstanding of the Q L&B Loans in the relevant Q Stablecoin drawn by the
Undercollateralized Q L&B User, (y) the aggregate of all accrued
Borrowing Fees in the relevant Q Stablecoin in respect of such Q L&B Loans in the relevant Q Stablecoin and (z) a fee in the relevant Q Stablecoin covering the
cost of auctioning or selling the relevant Eligible Collateral as
determined by the Q DeFi Expert Panel from time to time in respect of the relevant
Q Stablecoin (the "*Liquidation Fee*" in respect of such Q Stablecoin); and
++ ++::::
+
[horizontal.text-left]
(2)::::: zero,
++ ++:::: shall be transferred to the Undercollateralized Q
L&B User. After such transfers are completed, the Undercollateralized Q L&B User shall not be
required to repay the outstanding Q L&B Loans in such Q Stablecoin or to pay the accrued
Borrowing Fees in such Q Stablecoin and shall no longer be entitled to the return of the
Eligible Collateral in respect of such Q Stablecoin originally delivered.
(viii):::: The value of any Eligible Collateral delivered shall be determined
from time to time by Oracles in respect of the relevant type of
collateral as determined by the Q DeFi Expert Panel from time to time.
2.:: The Q DeFi Expert Panel may determine an upper limit to the amount of each type of
Eligible Collateral which would be accepted by the Q Lending & Borrowing Platform for all
Q Stablecoins in aggregate (the "*Collateral Ceiling*" for such Eligible Collateral). For the
avoidance of doubt, a Collateral Ceiling (if any) shall apply to a relevant type of Eligible
Collateral delivered in respect of any Q Stablecoin, such that if a certain amount of such
Eligible Collateral is delivered in respect of one Q Stablecoin, that would reduce the
maximum amount of such type of Eligible Collateral which may be delivered in respect of
any other Q Stablecoin. Q L&B Users may not deliver further Eligible Collateral of a relevant
type in respect of any Q Stablecoin once the Collateral Ceiling for such type of Eligible
Collateral in respect of all Q Stablecoins in aggregate is reached, until the relevant Collateral
Ceiling is increased by the Q DeFi Expert Panel or the aggregate amount of such type of
Eligible Collateral in respect of all Q Stablecoins falls below the Collateral Ceiling.
3.:: The Q Lending & Borrowing Platform also allows Q L&B Users to
immobilize a number of any Q Stablecoin (the "*Q L&B Immobilized Amount*") in the Q
Lending & Borrowing Platform by way of smart contract against receipt of
a stabilization reward (the "*Stabilization Reward*") in the relevant Q Stablecoin determined
by reference to the number of the relevant Q Stablecoin comprising the Q L&B Immobilized
Amount. Any Q L&B Immobilized Amount shall be immediately released from
the relevant smart contract upon request by the relevant Q L&B User. The
accrued Stabilization Reward in the relevant Q Stablecoin in respect of any Q L&B Immobilized Amount
shall be paid to the relevant Q L&B User upon release of such Q L&B
Immobilized Amount.
4.:: Key features of each Q Stablecoin shall be as follows:
+
[horizontal.text-left]
(i)::: The relevant Q Stablecoin shall be issued when Q L&B Users draw Q L&B Loans in such Q Stablecoin. The relevant Q Stablecoin shall
be burned when Q L&B Users repay Q L&B Loans in such Q Stablecoin or when the Eligible
Collateral in respect of Q L&B Loans in such Q Stablecoin has been auctioned.
(ii)::: The value of the relevant Q Stablecoin shall be pegged against the value of a specified fiat currency.
5.:: In respect of each Q Stablecoin, at any time, all Borrowing Fees in such Q Stablecoin
paid by a Q L&B User in accordance with Paragraph 1(v) and, in respect of each Q Stablecoin
Collateral Liquidation Auction in respect of such Q Stablecoin in accordance with Paragraph
1(vii), an amount equal to:
+
[horizontal.text-left]
(i)::: the Highest Collateral Bid Amount; minus
(ii)::: the aggregate principal amount outstanding of the Q L&B Loans in the
relevant Q Stablecoin drawn by the Undercollateralized Q L&B User,
++ ++:: the result _floored_ _at_ zero and _capped_ _at_ the sum of the aggregate of all accrued
Borrowing Fees in the relevant Q Stablecoin in respect of such Q L&B Loans in the
relevant Q Stablecoin and the relevant Liquidation Fee, shall be used to build up a reserve
in such Q Stablecoin on the Q Lending & Borrowing Platform (such reserve,
the "*System Surplus*" in such Q Stablecoin). The System Surplus shall be reduced
from time to time in accordance with Paragraph 1(vi).
6.:: In respect of each Q Stablecoin, at any time, the aggregate of:
+
[horizontal.text-left]
(i)::: in respect of each Q Stablecoin Collateral Liquidation Auction in respect of
such Q Stablecoin, an amount equal to:
+
[horizontal.text-left]
(A):::: the aggregate principal amount outstanding of the Q L&B Loans in
such Q Stablecoin drawn by the relevant Undercollateralized Q L&B
User; minus
(B):::: the Highest Collateral Bid Amount,
++ ++::: the result _floored_ _at: zero; and
(ii):::  all Stabilization Rewards paid in such Q Stablecoin,
++ ++:: shall constitute the "*System Debt*" in such Q Stablecoin.
7.:: If, at any time, the System Surplus in respect of any Q Stablecoin
exceeds the surplus threshold determined by the Q DeFi Expert Panel and
applicable at such time to such Q Stablecoin (the "*Q Stablecoin Surplus Threshold*" in respect of such Q Stablecoin), the Q Lending
& Borrowing Platform shall auction an amount of such Q Stablecoin equal to such
excess. Such auction of the relevant Q Stablecoin (a "*Q Stablecoin Surplus
Auction*") shall be open to all Q Token Holders and all bids shall be denominated in Q Tokens. Upon the conclusion of
the Q Stablecoin Surplus Auction:
+
[horizontal.text-left]
(i)::: the relevant amount of the relevant Q Stablecoin shall be transferred to the
highest bidder in exchange for the relevant number of Q Tokens which
have been bid and
(ii)::: such Q Tokens shall be redistributed between the
groups of existing Q Stakeholders in accordance with Part A of Appendix
7.
8.:: If, at any time, the Q Reserve Share exceeds the System Debt auction threshold
determined by the Q DeFi Expert Panel and applicable at such time to such Q Stablecoin (the
"Q System Debt Auction Threshold" in respect of such Q Stablecoin), the Q Lending &
Borrowing Platform shall auction a number of Q Tokens equal to some or all of such excess
at the initiative of any Q Token Holder. Such auction of the relevant Q Tokens (a "*Q System Debt Auction*")
shall be open to all Q Token Holders and all bids shall be denominated in the
relevant Q Stablecoin. Upon the conclusion of the Q System Debt Auction:
+
[horizontal.text-left]
(i)::: the relevant number of Q Tokens shall be transferred to the highest bidder in
exchange for the relevant amount of the relevant Q Stablecoin which has been
bid; and
(ii)::: the relevant amount of the relevant Q Stablecoin shall be immediately applied
to reduce balance of the relevant System Debt at such time.

<<<

[.text-center]
=== APPENDIX 5
[.text-center]
==== ONCHAIN VOTING
[horizontal.text-left]
1.:: In connection with each Onchain Voting Proposal, if the Eligible Voters are:
+
[horizontal]
(a)::: Q Token Holders, each Q Token Holder shall have one (1) vote in
respect of each 1/10^18^ of a Q Token held by the Q Token Holder;
(b)::: Root Nodes, each Root Node shall have one (1) vote; and
(c)::: the members of an Expert Panel, each member of such Expert Panel
shall have one (1) vote.
2.:: Subject to Paragraph 3, in connection with each Onchain Voting Proposal:
+
[horizontal]
(a)::: such Onchain Voting Proposal shall be made by an Eligible Proposer and
propagated via the Q peer-to-peer network;
(b)::: each Validator Node shall validate or shall procure that an Alias of such Validator Node validates a corresponding transaction
recording the terms of the Onchain Voting Proposal on the Q Blockchain without
undue delay;
(c)::: all Eligible Voters may (and, in case of Root Nodes, shall) vote on
the Onchain Voting Proposal within the Voting Period. In respect of each Onchain Voting
Proposal, the Eligible Voters may either accept or reject such Onchain Voting
Proposal;
(d)::: if there is no Quorum of Eligible Voters voting in respect of an
Onchain Voting Proposal within the Voting Period, the Onchain Voting Proposal shall be
rejected;
(e)::: if there is Quorum of Eligible Voters voting in respect of an Onchain Voting
Proposal within the Voting Period:
+
[horizontal]
(i):::: if there is not a Required Majority of votes cast by Eligible
Voters, the Onchain Voting Proposal shall be rejected. For all purposes under
this Q Constitution, an Onchain Voting Proposal shall be rejected in accordance
with this Paragraph (e)(i): (i) in case the Eligible Voters are Root
Nodes, at the point in time when sufficiently many Root Nodes have voted
against the Onchain Voting Proposal that it is no longer mathematically possible
that the Required Majority of Eligible Voters comprising the Quorum can
cast their vote in favour of such Onchain Voting Proposal, regardless of whether
the applicable Voting Period has expired; and (ii) in all other cases,
upon the expiry of the applicable Voting Period;
(ii):::: if there is a Required Majority of votes cast by Eligible Voters,
the Onchain Voting Proposal shall be accepted, subject to Paragraphs (f) and
(g). For all purposes under this Q Constitution, an Onchain Voting Proposal shall
be accepted in accordance with this Paragraph (e)(ii): (i) in case the
Eligible Voters are Root Nodes, at the point in time when the Required
Majority of Eligible Voters comprising the Quorum have cast their vote
in favour of such Onchain Voting Proposal, regardless of whether the applicable
Voting Period has expired; and (ii) in all other cases, upon the expiry
of the applicable Voting Period; and
(iii):::: if there is a Quorum Required for Supermajority and if there is a
Required Supermajority of votes cast by Eligible Voters, the Onchain Voting
Proposal shall be accepted. For all purposes under this Q Constitution,
an Onchain Voting Proposal shall be accepted in accordance with this Paragraph
(iii) upon the expiry of the applicable Voting Period;
(f)::: if the Onchain Voting Proposal is accepted in accordance with Paragraph
(e)(ii) and is subject to approval by each Root Node as indicated in the
column "Root Node Validation Period" in the table set out in Paragraph
3, each Root Node shall verify whether, in its reasonable discretion,
such Onchain Voting Proposal is in compliance with this Q Constitution. In such
circumstances, such Onchain Voting Proposal shall nonetheless be rejected if,
within the Root Node Validation Period indicated in the column "Root
Node Validation Period" in the table set out in Paragraph 3, more than
50% of the Root Nodes exercise their veto right in respect of such
Onchain Voting Proposal by declaring that, in their reasonable view, such Onchain Voting
Proposal is not in compliance with this Q Constitution. For the
avoidance of doubt, if the Onchain Voting Proposal is accepted in accordance
with Paragraph (e)(iii), this Paragraph (f) shall not apply;
(g)::: if the Onchain Voting Proposal is accepted in accordance with Paragraph
(e)(ii) and, if applicable, is not rejected in accordance with Paragraph
(f) and, further, is subject to approval by the Q ID Holders as
indicated in the column "Q ID Veto Period" in the table set out in
Paragraph 3 and if the veto rights of Q ID Holders have become effective
in accordance with Article 11.3 (_Q ID_), each Q ID Holder may exercise
its veto right. In such circumstances, such Onchain Voting Proposal shall
nonetheless be rejected if, within the relevant period indicated in the
column "Q ID Veto Period" in the table set out in Paragraph 3, more than
50% of the Q ID Veto Quorum of Q ID Holders exercise their veto right in
respect of such Onchain Voting Proposal. For the avoidance of doubt, if the
Onchain Voting Proposal is accepted in accordance with Paragraph (e)(iii), this
Paragraph (g) shall not apply;
(h)::: if:
+
[horizontal.text-left]
(i):::: the Onchain Voting Proposal is accepted in accordance with Paragraphs
(e)(ii) or (e)(iii) and, if applicable, is not rejected in accordance
with either Paragraph (f) or Paragraph (g) above; and
(ii):::: following such acceptance, the Eligible Proposer or any Q Token Holder has requested the execution of such Onchain Voting
Proposal and, in the case of any Onchain Voting Proposal whose implementation requires any system contract upgrade, more than
51% of the Root Nodes have executed the relevant system contract upgrade in accordance with Article 5.3.10,
++ ++::: each Validator Node shall validate a transaction on the Q Blockchain recording such Onchain Voting
Proposal and such Onchain Voting Proposal shall be implemented without undue
delay.

<<<

[horizontal.text-left]
3.:: For the purposes of Paragraph 2 above:

[width="99%",cols="28%,8%,6%,5%,6%,7%,7%,7%,10%,7%,9%",options="header",]
|===
|Subject of Onchain Voting Proposal: a|
Eligible Proposer:

{empty}[EP]

a|
Eligible Voters:

{empty}[EV]

a|
Voting Period:

{empty}[VP]

a|
Quorum:

{empty}[QRM]

a|
Required Majority:

{empty}[RMAJ]

a|
Quorum Required for Supermajority:

{empty}[SQRM]

a|
Required Supermajority:

{empty}[SMAJ]

a|
Root Node Validation Period:

{empty}[RNVALP]

a|
Q ID Veto Period

{empty}[QIDVTP]

a|
Q ID Veto Quorum:

{empty}[QIDVTQRM]

a|
Fundamental Changes

{empty}[fundQSection]

|Any Q Token Holder |Q Token Holders |672 hours |50% |More than 75% of
the votes cast |N/A |N/A |336 hours |168 hours |10%

a|
Basic Changes

{empty}[basicQSection]

|Any Q Token Holder |Q Token Holders |672 hours |25% |More than 50% of
the votes cast |N/A |N/A |336 hours |168 hours |10%

a|
Detailed Changes

{empty}[detailedQSection]

|Any Q Token Holder |Q Token Holders |672 hours |5% |More than 50% of
the votes cast |N/A |N/A |336 hours |168 hours |10%

a|
Other Changes

{empty}[changeQnotConst]

|Any Q Token Holder |Q Token Holders |672 hours |1% |More than 50% of
the votes cast |N/A |N/A |336 hours |168 hours |10%

a|
Any appointment of a Root Node Candidate to the panel of Root Nodes or
any removal of a Root Node from the panel of Root Nodes

{empty}[addOrRemRoot]

|Any Q Token Holder who satisfies the requirements for inclusion on the
Root Node List as set out in Part A of Appendix 2 |Q Token Holders |336
hours |5% |More than 50% of the votes cast |25% |75% |168 hours |168
hours |10%

a|
Emergency Proposal

{empty}[emgQUpdate]

|Any Root Node |Root Nodes |24 hours |50% |More than 50% of the Eligible
Voters (regardless of how many Eligible Voters cast their vote) |N/A
|N/A |N/A |N/A |N/A

a|
Slashing Proposal in respect of Q Tokens which are Self Staked to a
Validator Node

{empty}[valSlashing]

|Any Root Node |Root Nodes |336 hours |50% |More than 50% of the
Eligible Voters (regardless of how many Eligible Voters cast their vote)
|N/A |N/A |N/A |N/A |N/A

a|
Slashing Proposal in respect of Q Tokens which are Self Staked to a Root
Node

{empty}[rootSlashing]

|Any Root Node |Q Token Holders |336 hours |1% |More than 50% of the
votes cast (regardless of how many Eligible Voters cast their vote) |25%
|75% |168 hours |N/A |N/A

|Slashing Confirmation |Any Root Node |Root Nodes |336 hours |0% |More
than 50% of the Eligible Voters (regardless of how many Eligible Voters
cast their vote) |N/A |N/A |N/A |N/A |N/A

|Settlement proposal received or to be made by respondent Root Node or
co-respondent Root Node in a Slashing Appeal |Any respondent Root Node
or co-respondent Root Node in such Slashing Appeal |Root Nodes |336
hours |0% |More than 50% of the Eligible Voters (regardless of how many
Eligible Voters cast their vote) |N/A |N/A |N/A |N/A |N/A

|Proposal that a Root Node be appointed as the co-respondent Root Node
in a Slashing Appeal |Any Root Node |Root Nodes |336 hours |0% |More
than 50% of the Eligible Voters (regardless of how many Eligible Voters
cast their vote) |N/A |N/A |N/A |N/A |N/A

a|
Any amendment to membership of the Fees & Incentives Expert Panel

{empty}[EPQFI.addOrRemExpert]

|Any Q Token Holder |Q Token Holders |336 hours |0% |More than 50% of
the votes cast |N/A |N/A |336 hours |168 hours |10%

a|
Any amendment to membership of the DeFi Expert Panel

{empty}[EPDR.addOrRemExpert]

|Any Q Token Holder |Q Token Holders |336 hours |0% |More than 50% of
the votes cast |N/A |N/A |336 hours |168 hours |10%

a|
Any amendment to membership of the Root Node Selection Expert Panel

{empty}[EPRS.addOrRemExpert]

|Any Q Token Holder |Q Token Holders |336 hours |0% |More than 50% of
the votes cast |N/A |N/A |336 hours |168 hours |10%

a|
Any amendment to membership of the Integrated Applications Expert Panel

{empty}[EPIA.addOrRemExpert]

|Any Q Token Holder |Q Token Holders |336 hours |0% |More than 50% of
the votes cast |N/A |N/A |336 hours |168 hours |10%

a|
Any decision by the Fees & Incentives Expert Panel

{empty}[EPQFI.changeParam]

|Any member of such Expert Panel |Members of relevant Expert Panel |168
hours |0% |More than 50% of the votes cast |N/A |N/A |336 hours |N/A
|N/A

a|
Any decision by the DeFi Expert Panel

{empty}[EPDR.changeParam]

|Any member of such Expert Panel |Members of relevant Expert Panel |168
hours |0% |More than 50% of the votes cast |N/A |N/A |336 hours |N/A
|N/A

a|
Any decision by the Root Node Selection Expert Panel

{empty}[EPRS.changeParam]

|Any member of such Expert Panel |Members of relevant Expert Panel |168
hours |0% |More than 50% of the votes cast |N/A |N/A |336 hours |N/A
|N/A

a|
Any decision by the Integrated Applications Expert Panel

{empty}[EPIA.changeParam]

|Any member of such Expert Panel |Members of relevant Expert Panel |168
hours |0% |More than 50% of the votes cast |N/A |N/A |336 hours |N/A
|N/A

a|
Any Onboarding or Offboarding Proposal

{empty} [IA.addOrRemIA]

|Any Q Token Holder |Q Token Holders |336
hours |25% |More than 50% of the votes cast |N/A |N/A |336 hours |N/A
|N/A

a|
Any Service Request

{empty}

|Any Integrated Application (through the applicable Service Request Key in respect of the relevant Governance Service) |Root Nodes |336
hours |0% |More than 50% of the Eligible Voters (regardless of how many Eligible Voters cast their vote) |N/A |N/A |N/A |N/A
|N/A

|===

<<<

[.text-center]
=== APPENDIX 6
[.text-center]
=== LAYER ZERO VOTING
[horizontal.text-left]
1.:: In connection with each Layer Zero Voting Proposal, each Root Node shall have one (1) vote.
2.:: A Root Node may (and, if required by any other provision of this Q Constitution, shall) make a Layer Zero Voting Proposal:
+
[horizontal.text-left]
(i)::: in the circumstances described in Article 9.1, to add the Main Account of a Validator Node to the Validator Node Exclusion List,
thereby triggering a removal of the Main Account or the Alias (as applicable) of such Validator Node from the Validator Node List;
and
(ii)::: at any time, to remove the Main Account of a Validator Node from the Validator Node Exclusion List.
3.:: Each Root Node shall vote on the Layer Zero Voting Proposal until the earlier of:
+
[horizontal.text-left]
(i)::: 75% of the Root Nodes having voted in favour of such Layer Zero Voting Proposal; and
(ii)::: either more than 25% of the Root Nodes having voted against such Layer Zero Voting Proposal or 28 days having expired from when
the relevant Layer Zero Voting Proposal is originally made.
4.:: A Layer Zero Voting Proposal shall be accepted upon 75% of the Root Nodes having voted in favour of such Layer Zero Voting Proposal.
5.:: If either more than 25% of the Root Nodes vote against a Layer Zero Voting Proposal or 28 days expire from when the relevant Layer Zero
Voting Proposal is originally made and less than 75% of the Root Nodes have voted in favour of such Layer Zero Voting Proposal, such Layer Zero
Voting Proposal shall be deemed to be rejected and the Root Nodes shall no longer be entitled to accept it.

<<<

[.text-center]
=== APPENDIX 7
[.text-center]
==== CONSTITUTIONAL PARAMETERS
[.text-center]
===== PART A- ALLOCATION OF Q TOKENS
[horizontal.text-left]
1.:: Each time additional Q Tokens are generated by way of inflation
subsidy in accordance with Article 3.2, such Q Tokens shall be allocated
between the groups of existing Q Stakeholders (other than Q Nodes) as
follows:
+
[width="100%",cols="50%,50%",options="header",]
|===
|Q Stakeholders: |Target percentage of Q Tokens allocated to such Q
Stakeholders:
a|
Q Token Holders

{empty}[rewardShareQTokenHolders]

|40%

a|
Q ID Holders

{empty}[rewardShareQIDHolders]

|N/A until veto rights of Q ID Holders become effective following an
amendment to Article 11.3 are activated.

a|
Validator Nodes and Validator Node Candidates

{empty}[rewardShareValidatorNodes]

|40%

a|
Root Nodes

{empty}[rewardShareRootNodes]

|20%
|===

++ ++:: _provided that_ the actual percentage in respect of each allocation may
be higher or lower than the target percentage and shall be as determined
by the Q Fees & Incentives Expert Panel from time to time, having regard
for the integrity, efficiency and robustness of Q overall.

2.:: In connection with any Q Tokens charged by Validator Nodes by way of
transaction fees in accordance with Appendix 3, such Q Tokens shall be
allocated between the groups of existing Q Stakeholders (other than Q
Nodes) as follows:
+
[width="100%",cols="50%,50%",options="header",]
|===
|Q Stakeholders: |Target percentage of Q Tokens allocated to such Q
Stakeholders:
|Q Token Holders |40% less the applicable Q Reserve Share of such Q Tokens

|Q ID Holders |N/A until veto rights of Q ID Holders become effective
following an amendment to Article 11.3 are activated.

|Validator Nodes and Validator Node Candidates |40%

|Root Nodes |20%
|===
++ ++:: _provided that_ the actual percentage in respect of each allocation may
be higher or lower than the target percentage and shall be as determined
by the Q Fees & Incentives Expert Panel from time to time, having regard
for the overall system stability of Q.

3.:: In connection with each Slashing Transaction which takes place in
accordance with Article 6, (i) a number of Slashed Q Tokens equal to the
relevant Slashing Reward Share shall be allocated to the relevant
Proposing Root Node and (ii) the remaining Slashed Q Tokens shall be
redistributed between the groups of existing Q Stakeholders (other than
Q Nodes) as follows:
+
[width="100%",cols="50%,50%",options="header",]
|===
|Q Stakeholders: |Target percentage of Q Tokens redistributed to such Q
Stakeholders:
|Q Token Holders |40% less the applicable Q Reserve Share of such Q Tokens

|Q ID Holders |N/A until veto rights of Q ID Holders become effective
following an amendment to Article 11.3 are activated.

|Validator Nodes and Validator Node Candidates |40%

|Root Nodes |20%
|===
++ ++:: _provided that_ the actual percentage in respect of each redistribution
may be higher or lower than the target percentage and shall be as
determined by the Q Fees & Incentives Expert Panel from time to time,
having regard for the overall system stability of Q.

4.:: In connection with any Q Stablecoin Surplus Auction in
accordance with Paragraph 7 of Appendix 4, any Q
Tokens received from the highest bidder in such Q Stablecoin Surplus Auction shall be allocated between the groups of existing Q
Stakeholders (other than Q Nodes) as follows:
+
[width="100%",cols="50%,50%",options="header",]
|===
|Q Stakeholders: |Target percentage of Q Tokens allocated to such Q
Stakeholders:
|Q Token Holders |40% less the applicable Q Reserve Share of such Q Tokens

|Q ID Holders |N/A until veto rights of Q ID Holders become effective
following an amendment to Article 11.3 are activated.

|Validator Nodes and Validator Node Candidates |40%

|Root Nodes |20%
|===
++ ++:: _provided that_ the actual percentage in respect of each allocation may
be higher or lower than the target percentage and shall be as determined
by the Q Fees & Incentives Expert Panel from time to time, having regard
for the integrity, efficiency and robustness of Q overall.

5.:: In connection with any Q Tokens paid by way of Governance Fees by or on behalf of an Integrated Application for the performance by the Root Nodes of any Governance Services in accordance with Appendix 11, the relevant Q Tokens shall be allocated between the groups of existing Q Stakeholders (other than Q Nodes) as follows:
+
[width="100%",cols="50%,50%",options="header",]
|===
|Q Stakeholders: |Target percentage of Q Tokens allocated to such Q
Stakeholders:
|Q Token Holders |40% less the applicable Q Reserve Share of such Q Tokens

|Q ID Holders |N/A until veto rights of Q ID Holders become effective
following an amendment to Article 11.3 are activated.

|Validator Nodes and Validator Node Candidates |20%

|Root Nodes |40%
|===
++ ++:: _provided that_ the actual percentage in respect of each redistribution may be higher or lower than the target percentage and shall be as determined by the Q Fees & Incentives Expert Panel from time to time, having regard for the overall system stability of Q.

6.:: Within each relevant group of Q Stakeholders (other than Q Nodes), any
Q Tokens allocated or redistributed to such group of Q Stakeholders
shall be allocated to the members of such group as follows:
+
[horizontal]
(a)::: to the Q Token Holders, _pro rata_ to the number of Q Tokens held by
each Q Token Holder;
(b)::: to the Q ID Holders, _equally_ to each Q ID Holder;
(c)::: to the Validator Nodes _pro rata_ to the Total Accountable Stake of
each Validator Node;
(d)::: to the Validator Node Candidates, _equally_ to each Validator Node
Candidate; and
(e)::: to the Root Nodes, _equally_ to each Root Node,
++ ++:: or, if such _pro rata_ or equal allocation or redistribution is not
practicably possible, such other allocation or redistribution as shall
be determined by the Q Fees & Incentives Expert Panel from time to time,
having regard for the target allocation or redistribution set out above
and for the integrity, efficiency and robustness of Q overall.

7.:: Any Q Tokens to be allocated or redistributed to the groups of
existing Q Stakeholders (other than Q Nodes) shall be held in escrow
effected by way of smart contract.
8.:: Each Eligible Q Stakeholder may claim the Q Tokens allocated or
redistributed to such Q Stakeholder from time to time in accordance with
this Appendix 7 by claiming such Q Tokens from such smart contract.

[.text-center]
===== PART B- TECHNICAL PARAMETERS
[horizontal.text-left]
The following are certain technical parameters used in the definitions
included in Appendix 1.

[width="100%",cols="51%,49%",options="header",]
|===
|Variable: |Value:
a|
Block Subsidy

{empty}[blockSubsidy]

|1.5 Q Tokens
a|
CliqueEpocheLength

{empty}[cliqueEpochLength]

|101
|Co-Respondent Appointment Period |30 days
|Co-Respondent Threshold |10%
a|
Maximum Number of Experts: +
Q DeFi Expert Panel

{empty}[EPDR.maxNExperts]

|15
a|
Maximum Number of Experts: +
Q Fees & Incentives Expert Panel

{empty}[EPQFI.maxNExperts]

|15
a|
Maximum Number of Experts: +
Root Node Selection Expert Panel

{empty}[EPRS.maxNExperts]

|15
a|
Maximum Number of Experts: +
Integrated Applications Expert Panel

{empty}[EPIA.maxNExperts]

|15
a|
Maximum Number of Root Nodes

{empty}[maxNRootNodes]

|27
a|
Maximum Number of Validator Node Candidates

{empty}[maxNStandbyValidators]

|34
a|
Maximum Number of Validator Nodes

{empty}[maxNValidators]

|31
a|
Q Token Time Lock Period

{empty}[rootWithdrawP], [valWithdrawP]

|21 days

a|
Required RNL Majority

|75%
a|
Required VNEL Majority

|75%
a|
Slashing Proposal Eligibility Period|
a|
 Validator Nodes: Level 1, Level 2 or Level 3 non-compliance | 42 days
a|
 Validator Nodes: Level 4 or Level 5 non-compliance | 730 days
a|
 Root Nodes: Level 1, Level 2 or Level 3 non-compliance | 42 days
a|
 Root Nodes: Level 4 non-compliance | 730 days

a|
Slashing Appeal Period

{empty}[rootSlashingAppealP], [valSlashingAppealP]

|60 days
|Slashing Appeal Verification Period |7 days
a|
Slashing Objection Period

{empty}[rootSlashingOBJP], [valSlashingOBJP]

|30 days
a|
Slashing Reward Share

{empty}[rootSlashingReward], [valSlashingReward]

a|
{empty}(1) 10%

{empty}(2) 10%

a|
Stake Delegation Factor

{empty}[stakeDelegationFactor]

|10
|===

<<<

[.text-center]
=== APPENDIX 8
[.text-center]
==== EXPERT PANELS
[horizontal.text-left]
1.:: The Q DeFi Expert Panel shall be responsible for taking decisions on
certain technical and operational aspects of Q DeFi (as described in
Appendix 4). In particular:
+
[horizontal]
(a)::: The Q DeFi Expert Panel shall consist of up to the Maximum Number of
Experts specified for the Q DeFi Expert Panel in Part B of Appendix 7.
(b)::: The competence of the Q DeFi Expert Panel shall be as follows:
+
[horizontal.text-left]
(i):::: The Q DeFi Expert Panel shall determine what crypto currencies and other tokenized assets
constitute Eligible Collateral in respect of each Q Stablecoin for the purposes of the Q Lending &
Borrowing Platform from time to time. For these purposes:
+
[horizontal.text-left]
(A)::::: Crypto currencies and other tokenized assets shall only constitute
Eligible Collateral in respect of a Q Stablecoin if the Q DeFi Expert
Panel determines that they exhibit market capitalization of at least
USD 100,000,000 and liquid secondary markets exist with respect to
such crypto assets. If the respective crypto asset's price can be expected
to closely follow the price of another underlying asset, as can be the
case for wrapped or asset-backed tokens, the criteria related to the
market capitalization and the existence of secondary markets can be
applied to the underlying asset at the discretion of the Q DeFi Expert
Panel.
++ ++::::
+
[horizontal.text-left]
(B)::::: The Q DeFi Expert Panel shall only be entitled to determine that a
crypto currency constitutes Eligible Collateral in respect of a Q
Stablecoin if the relevant crypto currency is already widely used within
the crypto ecosystem. If the respective crypto asset's price can be
expected to closely follow the price of another underlying asset, as can
be the case for wrapped or asset-backed tokens, this criterion can be
applied to the underlying asset at the discretion of the Q DeFi Expert
Panel.
++ ++::::
+
[horizontal.text-left]
\(C)::::: Each Onchain Voting Proposal for a determination by the Q DeFi
Expert Panel that one or more crypto currencies or other tokenized
assets constitute Eligible Collateral in respect of a Q Stablecoin shall
contain reasonably detailed disclosure of the information with respect
to such crypto currencies or tokenized assets, including the source and
date of such information, on the basis of which the relevant Onchain
Voting Proposal is made.
++ ++::::
+
[horizontal.text-left]
(D)::::: In connection with each such Onchain Voting Proposal, when
verifying whether such Onchain Voting Proposal is in compliance with
this Q Constitution in accordance with Appendix 5, each Root Node
shall declare that such Onchain Voting Proposal is not in compliance
with this Q Constitution if it determines, acting reasonably, that the
figures on which the Q DeFi Expert Panel's determination is based may be
misleading or that it would not be appropriate to have such
tokenized assets as Eligible Collateral in respect of a Q Stablecoin for
any other reason. When considering whether such figures may be
misleading, each Root Node shall take into account recent sudden
fluctuations in price or trading volume of such tokenized assets.
Further, when considering whether such tokenized assets would not be
appropriate as Eligible Collateral in respect of a Q Stablecoin, each
Root Node shall consider, without limitation, any known security
concerns with respect to such tokenized assets and any known
concentration of the ownership of such tokenized assets.
(ii):::: The Q DeFi Expert Panel shall determine the Oracles to be used for
the purposes of determining the value of each type of Eligible
Collateral in respect of a Q Stablecoin from time to time. For these purposes:
+
[horizontal.text-left]
(A)::::: A source of information shall only constitute an Oracle if the Q DeFi
Expert Panel determines that the value of each relevant type of Eligible
Collateral in respect of a Q Stablecoin is reported by such source of
information reliably and in a timely manner.
++ ++::::
+
[horizontal.text-left]
(B):::::  Further, a source of information shall only constitute an Oracle with
respect to a relevant type of Eligible Collateral in respect of a Q
Stablecoin if the Q DeFi Expert Panel determines that all Oracles in
respect of such type of Eligible Collateral in respect of such Q
Stablecoin, taken together, cannot be easily manipulated by one or
more legal or natural persons or via a coordinated economic attack.
++ ++::::
+
[horizontal.text-left]
\(C)::::: Each Onchain Voting Proposal for a determination by the Q DeFi
Expert Panel of an Oracle for the value of any type of Eligible
Collateral in respect of a Q Stablecoin shall contain reasonably
detailed disclosure of the information with respect to such proposed
Oracle, on the basis of which the relevant Onchain Voting Proposal is
made.
++ ++::::
+
[horizontal.text-left]
(D)::::: In connection with each such Onchain Voting Proposal, when
verifying whether such Onchain Voting Proposal is in compliance with
this Q Constitution in accordance with Appendix 5, each Root Node
shall declare that such Onchain Voting Proposal is not in compliance
with this Q Constitution if it determines, acting reasonably, that such
Oracle does not report the value of the relevant type of Eligible
Collateral in respect of a Q Stablecoin reliably and in a timely manner
or that such Oracle can be easily manipulated by one or more legal or
natural persons or via a coordinated economic attack.
(iii):::: The Q DeFi Expert Panel shall determine the Collateralization Ratio
and the Liquidation Ratio for each type of Eligible Collateral in respect of a Q
Stablecoin from time to time. For these purposes:
+
[horizontal.text-left]
(A)::::: The Q DeFi Expert Panel shall determine the Collateralization Ratio
for each type of Eligible Collateral in respect of a Q Stablecoin such
that it covers two standard deviations of the daily volatility of the
respective type of Eligible Collateral in respect of such Q Stablecoin.
++ ++::::
+
[horizontal.text-left]
(B)::::: The Q DeFi Expert Panel shall determine the Liquidation Ratio for
each type of Eligible Collateral in respect of a Q Stablecoin such that,
with a probability of 99.5%, the respective type of Eligible Collateral
in respect of such Q Stablecoin can be liquidated at a price that does
not result in the aggregate value of the Eligible Collateral delivered by
all Q L&B Users exceeding the then current aggregate market
capitalization of the relevant Q Stablecoin.
++ ++::::
+
[horizontal.text-left]
\(C)::::: Each Onchain Voting Proposal for a determination by the Q DeFi
Expert Panel of the Collateralization Ratio or the Liquidation Ratio for
any type of Eligible Collateral in respect of a Q Stablecoin shall
contain reasonably detailed disclosure of the on the basis of which the
relevant Onchain Voting Proposal is made.
++ ++::::
+
[horizontal.text-left]
(D)::::: In connection with each such Onchain Voting Proposal, when
verifying whether such Onchain Voting Proposal is in compliance with
this Q Constitution in accordance with Appendix 5, each Root Node
shall declare that such Onchain Voting Proposal is not in compliance
with this Q Constitution if the relevant Collateralization Ratio or the
Liquidation Ratio are determined with lower statistical probability than
set out above.
(iv):::: The Q DeFi Expert Panel shall determine the Collateral Ceiling (if
any) in respect of each type of Eligible Collateral in respect of all Q Stablecoins from time to time. For these purposes:
+
[horizontal.text-left]
(A)::::: Any member of the Q DeFi Expert Panel shall be entitled to make an
Onchain Voting Proposal to introduce a Collateral Ceiling or amend
the Collateral Ceiling for any type of Eligible Collateral. Such Onchain
Voting Proposal shall contain reasonably detailed explanation of the
rationale why such amended Collateral Ceiling would be reasonable
and would be beneficial for the Q DeFi System from a systemic
stability perspective.
++ ++::::
+
[horizontal.text-left]
(B)::::: Each Onchain Voting Proposal for an introduction or amendment of
the Collateral Ceiling with respect to any type of Eligible Collateral
shall contain reasonably detailed disclosure of the information on the
basis of which the relevant Onchain Voting Proposal is made.
++ ++::::
+
[horizontal.text-left]
\(C)::::: In connection with each such Onchain Voting Proposal to increase the
Collateral Ceiling with respect to any type of Eligible Collateral, when
verifying whether such Onchain Voting Proposal is in compliance with
this Q Constitution in accordance with Appendix 5, each Root Node
shall declare that such Onchain Voting Proposal is not in compliance
with this Q Constitution if such Root Node determines, acting
reasonably, that such higher Collateral Ceiling would not be reasonable or would not be beneficial for the Q DeFi System from a
systemic stability perspective.
(v):::: The Q DeFi Expert Panel shall set the Liquidation Fees applicable
to auctions of Eligible Collateral in respect of a Q Stablecoin from time to time. For these
purposes:
+
[horizontal.text-left]
(A)::::: The Q DeFi Expert Panel shall only be entitled to set Liquidation Fees
which are not materially higher than the average liquidation fees of
other major decentralized finance protocols.
++ ++::::
+
[horizontal.text-left]
(B)::::: Each Onchain Voting Proposal for a determination by the Q DeFi
Expert Panel of the Liquidation Fees applicable to auctions of Eligible
Collateral in respect of a Q Stablecoin shall contain reasonably
detailed disclosure of the information on the basis of which the
relevant Onchain Voting Proposal is made.
++ ++::::
+
[horizontal.text-left]
\(C)::::: In connection with each such Onchain Voting Proposal, when
verifying whether such Onchain Voting Proposal is in compliance with
this Q Constitution in accordance with Appendix 5, each Root Node
shall declare that such Onchain Voting Proposal is not in compliance
with this Q Constitution if it determines, acting reasonably, that the
proposed Liquidation Fees are materially higher than the average
liquidation fees of other major decentralized finance protocols.
(vi):::: For the purposes of taking any decision as contemplated under Paragraphs (i)
to (v), each Root Node shall be entitled to take such decision on the basis of
information disclosed by the Q DeFi Expert Panel or on the basis of such other
information as such Root Node considers appropriate, provided that a Root
Node shall not be required to (and it shall not breach its obligations under this
Q Constitution if it does not) obtain any information for the purposes of its
decision in addition to the information disclosed to it by the Q DeFi Expert
Panel. For the avoidance of doubt, if a Root Node determines that such
Onchain Voting Proposal is not in compliance with this Q Constitution in
accordance with Appendix 5, it shall not be required to propose an alternative.
(vii):::: The Q DeFi Expert Panel shall set the Borrowing Fees applicable to
Q L&B Loans and the Stabilization Rewards applicable to Q L&B
Immobilized Amounts from time to time.
(viii):::: The Q DeFi Expert Panel shall determine the technical and
operational parameters in connection with each type of Eligible
Collateral in respect of a Q Stablecoin necessary to ensure consistency between the use of such
Eligible Collateral on the Q Blockchain (including, without limitation,
within Q DeFi) and on the original blockchain on which such type of
Eligible Collateral is tokenized from time to time.
(ix):::: The Q DeFi Expert Panel shall determine the Q Stablecoin Surplus Threshold
in respect of a Q Stablecoin applicable from time to time.
(x):::: The Q DeFi Expert Panel shall determine the Q System Debt Auction
Threshold in respect of a Q Stablecoin applicable from time to time.
(xi):::: In order for the Q DeFi Expert Panel to take any decision or make any
determination in accordance with this Appendix 8, one member of the Q DeFi
Expert Panel shall make a corresponding Onchain Voting Proposal and the
other members of the Q DeFi Expert Panel shall vote on such Onchain Voting
Proposal. The relevant decision shall be taken or, as the case may be, the
relevant determination shall be made if the relevant Onchain Voting Proposal
is accepted subject to and in accordance with Appendix 5.
2.:: The Q Fees & Incentives Expert Panel shall be responsible for taking
certain decisions regarding fees and incentives within Q. In particular:
+
[horizontal]
(a)::: The Q Fees & Incentives Expert Panel shall consist of up to the
Maximum Number of Experts specified for the Q Fees & Incentives Expert
Panel in Part B of Appendix 7.
(b)::: The competence of the Q Fees & Incentives Expert Panel shall be as
follows:
+
[horizontal]
(i):::: The Q Fees & Incentives Expert Panel shall determine the rate(s) at
which Validator Nodes may charge transaction fees in accordance with
Appendix 3.
(ii):::: The Q Fees & Incentives Expert Panel shall determine the System
Reserve Share in connection with any Q Tokens to be allocated or
redistributed to the groups of existing Q Stakeholders (other than Q
Nodes) in accordance with Part A of Appendix 7 and the circumstances in
which the corresponding reserve of Q Tokens within the Q Blockchain may
be used for technical and/or operational purposes within the Q
Blockchain.
(iii):::: In circumstances where it is not reasonably practicable that Q
Tokens be allocated or redistributed to Q Stakeholders (other than Q
Nodes) in accordance with any ratio specified in Part A of Appendix 7,
the Q Fees & Incentives Panel shall determine an alternative basis for
such allocation or redistribution, having regard for such ratio.
(iv):::: The Q Fees & Incentives Expert Panels shall set the process in
accordance with which Q Stakeholder (other than Q Nodes) shall claim the
Q Tokens allocated or redistributed to them from time to time in
accordance with this Appendix 7, including all technical parameters.
(v):::: The Q Fees & Incentives Panels shall determine from time to time
the price source to be used for the purposes of determining the rate at
which Q Stablecoin shall be converted into Q Tokens.
3.:: The Root Node Selection Expert Panel shall be responsible for
determining whether and to what extent any Root Node Candidate satisfies
the eligibility criteria set out in Part B of Appendix 2. The Root Node
Selection Expert Panel shall consist of up to the Maximum Number of
Experts specified for the Root Node Selection Expert Panel in Part B of
Appendix 7.

4.:: The Integrated Applications Expert Panel shall be responsible for assessing whether, whenever a Q Token Holder makes an Onboarding Proposal in respect of an Integrated Application, such Onboarding Proposal contains all information, certifications and documents required under this Q Constitution and whether such information, certifications and documents are sufficient for the Root Nodes to perform the requested Governance Services in respect of such Integrated Application. The Integrated Applications Expert Panel shall promptly issue a statement of the outcome of such assessment. Each assessment statement shall be made available to each Q Token Holder upon request.
+
[horizontal]
(a):: The Integrated Applications Expert Panel shall consist of up to the Maximum Number of Experts specified for the Integrated Applications Expert Panel in Part B of Appendix 7.

<<<

[.text-center]
=== APPENDIX 9
[.text-center]
==== GUIDELINES FOR SLASHING
[.text-center]
===== PART A- SLASHING OF Q TOKENS WHICH ARE SELF STAKED TO VALIDATOR NODES
[width="100%",cols="15%,15%,40%,30%",options="header",]
|===
|*Severity of non-compliance* |*Description* |*Non-exhaustive List of
Examples* |*Maximum percentage of Q Tokens which are Self Staked to
Validator Node to be Slashed*
|*Level 1* |Very light misbehavior a|
* Availability below 96% down to 90% on a 1,000 validation cycle basis

|0.1%

|*Level 2* |Light misbehavior a|
* Availability below 90% down to 80% on a 1,000 validation cycle basis
* Extending a local fork, one of whose paths is invalid (building on an
invalid block)
* Initiating or co-signing empty blocks (without including Valid
Transactions)

|3.0%

|*Level 3* |Medium misbehavior a|
* Availability below 80% down to 60% on a 1,000 validation cycle basis
* Not validating and/or recording transactions on the Q Blockchain on a
first-come-first-served basis
* Abusive proposition of out-of-turn blocks
* Confirmation of transactions which are not Valid Transactions
* Accepting invalid blocks and forwarding in the network to peers

|10.0%

|*Level 4* |Severe misbehavior a|
* Availability below 60% down to 30% on a 1,000 validation cycle basis
* Breach of obligations set out in Article 4.5.1

|95.0%

|*Level 5* |Very severe misbehavior a|
* Availability below 30% on a 1,000 validation cycle basis
* Blacklisting of transactions or Public Keys
* Fraudulent transactions (e.g. signing double spend transactions)
* Ignoring voting transactions which are Valid Transactions
* Breach of obligations set out in Articles 4.5.2 or 4.5.3

|100%
|===

{empty} +

[.text-center]
===== PART B- SLASHING OF Q TOKENS WHICH ARE SELF STAKED TO ROOT NODES
[width="100%",cols="15%,15%,40%,30%",options="header",]
|===
|*Severity of non-compliance* |*Description* |*Non-exhaustive List of
Examples* |*Maximum percentage of Q Tokens which are Self Staked to Root
Node to be Slashed*
|*Level 1* |Light misbehavior a|
* Breach of obligations set out in Articles 5.3.8 or 5.3.9

|0.1%

|*Level 2* |Medium misbehavior a|
* Repeated downtime
* Breach of obligations set out in Articles 5.3.1, 5.3.4, 5.3.13, or 5.3.16

|3.0%

|*Level 3* |Severe misbehavior a|
* Prolonged downtime (>24 hours)
* Breach of obligations set out in Articles 5.3.2, 5.3.3, 5.3.11
* Breach of obligations set out in Articles 5.3.1 or 5.3.4 two or more
times in a row

|10%

|*Level 4* |Very severe misbehavior a|
* Breach of obligations set out in Articles 5.3.5, 5.3.6, 5.3.7, 5.3.10,
5.3.12, 5.3.14 or 5.3.15

|100%
|===

<<<

[.text-center]
=== APPENDIX 10
[.text-center]
==== WITHDRAWAL OF STAKE PROCEDURE
[horizontal.text-left]
1.:: If, at any time, the Operator of a node on Q requests the withdrawal
of any Q Tokens it has Self Staked to such node on Q, but, prior to the
expiry of the relevant Q Token Time Lock Period, a Slashing Proposal is
made in respect of some or all of the Q Tokens Self Staked to such node,
then (x) the aggregate number of Q Tokens Self Staked to such node at
such time, (y) the number of Self Staked Q Tokens whose release from
Stake has been requested by the Operator and (z) the number of Self
Staked Q Tokens to be Slashed in accordance with the relevant Slashing
Proposal (the result rounded down to the nearest 1/10^18^ of a Q Token)
shall be compared and:
+
[horizontal]
(i)::: if the sum of the number of Self Staked Q Tokens whose release from
Stake has been requested by the Operator and the number of Self Staked Q
Tokens to be Slashed in accordance with the relevant Slashing Proposal
is equal to or lower than the aggregate number of Q Tokens Self Staked
to such node at such time, a number of Self Staked Q Tokens equal to the
number of Self Staked Q Tokens whose release from Stake has been
requested by the Operator shall be released from Stake upon the expiry
of the Q Token Time Lock Period;
(ii)::: if the sum of the number of Self Staked Q Tokens whose release from
Stake has been requested by the Operator and the number of Self Staked Q
Tokens to be Slashed in accordance with the relevant Slashing Proposal
is greater than the aggregate number of Q Tokens Self Staked to such
node at such time, then, subject to Paragraph 2:
+
[horizontal]
(A):::: a number of Self Staked Q Tokens equal to (I) the aggregate number
of Q Tokens Self Staked to such node at such time _minus_ (II) the
number of Self Staked Q Tokens to be Slashed in accordance with the
relevant Slashing Proposal shall be released from Stake upon the expiry
of the Q Token Time Lock Period;
(B):::: if the Slashing Proposal is not accepted in accordance with
Appendix 5, a number of Self Staked Q Tokens equal to (1) the number of
Self Staked Q Tokens whose release from Stake has been requested by the
Operator _minus_ (2) the number of Q Tokens released from Stake pursuant
to Paragraph (A) shall be released from Stake upon the later of (I) the
expiry of the Q Token Time Lock Period and (II) the expiry of the Voting
Period in respect of the Onchain Voting Proposal; and
\(C):::: if the Slashing Proposal is accepted in accordance with Appendix 5,
a number of Self Staked Q Tokens equal to the number of Self Staked Q
Tokens to be Slashed in accordance with the relevant Slashing Proposal
shall be Slashed (the "*Relevant Slashed Q Tokens*").
2.:: The procedure set out in Paragraph 1 shall apply separately in
connection with each relevant Slashing Proposal made prior to the expiry
of the relevant Q Token Time Lock Period. However, for the purposes of
any calculations made in connection with each second and subsequent
Slashing Proposals, the aggregate number of Q Tokens Self Staked to such
node at any time shall be reduced to take into account the aggregate
Relevant Slashed Q Tokens determined under Paragraph 1 in connection
with all previous Slashing Proposals. No Self Staked Q Tokens shall be
released from Stake until the Relevant Slashed Q Tokens (if any) in
respect of the last Slashing Proposal made prior to the expiry of the
relevant Q Token Time Lock Period have been calculated.
<<<

[.text-center]
=== APPENDIX 11
[.text-center]
==== ONBOARDING PROCESS, GOVERNANCE SERVICES AND GOVERNANCE FEES

This Appendix 11 applies to all Integrated Applications other than the Integrated Applications set out in Appendix 4.

===== PART A- ONBOARDING PROCESS FOR INTEGRATED APPLICATIONS
[horizontal.text-left]
1.:: In case of an Onboarding Proposal made by an Eligible Proposer, each Eligible Voter in respect of such Onboarding Proposal shall accept such Onboarding Proposal if it wishes the panel of Root Nodes to provide the Governance Services in respect of the Integrated Application identified in the relevant Onboarding Proposal. If the Eligible Proposer wishes to request that each Root Node provides a governance service other than the Governance Services already set out in Part B of this Appendix 11, it shall be necessary to first amend the list of Governance Services already set out in Part B of this Appendix 11. Any such amendment shall be made by way of a Detailed Change of this Q Constitution.
2:: If an Onboarding Proposal is accepted by the Required Majority of votes cast by Eligible Voters in accordance with Appendix 5, with effect from the Onboarding Date, each Root Node shall perform the relevant Governance Services in respect of the relevant Integrated Application. In particular, in case of a Service Request made by an Eligible Proposer, such Service Request shall constitute an Onchain Voting Proposal and each Root Node shall vote on such Service Request in accordance with Appendix 5 and Part B of this Appendix 11.
3:: For the performance of any Governance Services by the Root Nodes in respect of an Integrated Application, the Q Stakeholders shall be entitled to receive the Governance Fees in the amount and at the times specified in the relevant Onboarding Proposal.
4:: For the purposes of performing any Governance Services in respect of an Integrated Application, the Root Nodes shall be entitled to assume that the IA Constitution available at the Source specified in the relevant Onboarding Proposal is the then current version of the IA Constitution at all times. Further, the Root Nodes shall only be required to perform Governance Services in accordance with this Q Constitution in accordance with the relevant Onboarding Proposal and the relevant Service Request.
5:: In case of an Offboarding Proposal made by an Eligible Proposer, each Eligible Voter in respect of such Offboarding Proposal shall accept such Offboarding Proposal if it wishes the panel of Root Nodes no longer to provide the Governance Services in respect of the Integrated Application identified in the relevant Offboarding Proposal.
6:: If either (i) an Offboarding Proposal is accepted by the Required Majority of votes cast by Eligible Voters in accordance with Appendix 5 or (ii) any Governance Fee is not paid in full by or on behalf of the Integrated Application in accordance with Paragraph 3 of Part A of this Appendix 11, with effect from the Offboarding Date or, as the case may be, the time when any unpaid Governance Fee first becomes due, no Root Node shall be obliged to further perform the Governance Services in respect of the relevant Integrated Application. Notwithstanding the preceding sentence, each Root Node shall be obliged to vote on each Service Request in respect of which the relevant Governance Fee has been paid in accordance with Paragraph 3 of Part A of this Appendix 11 prior to the occurrence of the Offboarding Date.
7:: In case of a breach by any Root Node of its obligations under this Part A of Appendix 11, such Root Node's liability shall be determined in accordance with Article 5.6. For the avoidance of doubt:
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(i)::: in no circumstances shall a Root Node become a member of or participant in or shall have the power and authority to represented and bind an Integrated Application by virtue of performing any Governance Services in accordance with this Part A of Appendix 11, nor become liable to the Integrated Application, any member of or participant in the Integrated Application, any Q Token Holder or any other party for its performance of any Governance Services;
(ii)::: neither any Root Node, nor any other Q Stakeholder shall be responsible or liable for ensuring at any time that any Governance Services fit within the framework of or are otherwise appropriate or useful with respect to any IA Constitution; and
(iii)::: no Root Node shall be responsible or liable or act in breach of its obligations under this Q Constitution if it is unable to perform any Governance Service in respect of an Integrated Application following any amendments to the relevant IA Constitution.
8:: With respect to the initial DAO Integrated Applications, the provisions of Article 12.1.2(b) and this Part A of Appendix 11 and any related definitions shall be subject to Part D of Appendix 11.
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===== PART B- GOVERNANCE SERVICES
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1:: _Insufficient evidence in support of decisions_
(a):: At any time between the Onboarding Date and the Offboarding Date in respect of an Integrated Application, the Root Nodes may receive a Service Request to review the evidence in support of an applicable decision taken by an applicable expert panel of the relevant Integrated Application. Each such Service Request shall constitute an Onchain Voting Proposal that the outcome of the relevant voting contract be vetoed by the Root Nodes.
(b):: Each Root Node shall take a decision with respect to such Service Request and shall veto the outcome of the relevant voting contract if it determines, acting reasonably, that one or more of the following conditions have been met:
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(i)::: one or more of the required entries in respect of the applicable decision do not refer to any documentation provided by the applicable expert panel in support of the applicable decision;
(ii)::: the documentation purported to be produced by the applicable expert panel in support of one or more of the required entries in respect of the applicable decision is not publicly accessible; and
(iii)::: the applicable expert panel failed to produce more than one sentence accompanying any links provided in support of one or more of the required entries in respect of the applicable decision.

(c):: For the purposes of this Governance Service, the variables to be specified in the relevant Onboarding Proposal shall be:
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(i)::: the applicable expert panel; and
(ii)::: the applicable decision and the required fields in respect of such applicable
decision.

2.:: _Prohibited Code_
(a):: At any time between the Onboarding Date and the Offboarding Date in respect of an Integrated Application, the Root Nodes may receive a Service Request to review whether any code upgrade proposal made by an applicable expert panel of the relevant Integrated Application is prohibited under the relevant IA Constitution. Each such Service Request shall constitute an Onchain Voting Proposal that the outcome of the relevant voting contract be vetoed by the Root Nodes.
(b):: Each Root Node shall take a decision with respect to such Service Request and shall veto the outcome of the relevant voting contract if it determines, acting reasonably, that one or more of the following conditions have been met:
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(i)::: the Service Request does not either (1) contain the source code in respect of the proposed upgrade or (2) provide a link to a publicly accessible source which contains the source code in respect of the proposed upgrade, in each case, with the source code being in human-readable form (i.e., as opposed to machine-readable form); and
(ii)::: the applicable code upgrade proposal introduces new code within the specified lines of code that differs from the prescribed code for such specified lines of code as set out in the relevant IA Constitution.
(c):: For the purposes of this Governance Service, the variables to be specified in the relevant Onboarding Proposal shall be:
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(i)::: the applicable code upgrade proposal, the specified lines of code and the prescribed code for such specified lines of code; and
(ii)::: the applicable expert panel.

3.:: _Insufficient justification for use of Integrated Application funds_
(a):: At any time between the Onboarding Date and the Offboarding Date in respect of an Integrated Application, the Root Nodes may receive a Service Request to review an applicable Integrated Application funding decision made by the applicable expert panel of the relevant Integrated Application. Each such Service Request shall constitute an Onchain Voting Proposal that the outcome of the relevant voting contract be vetoed by the Root Nodes.
(b):: Each Root Node shall take a decision with respect to such Service Request and shall veto the outcome of the relevant voting contract if it determines, acting reasonably, that one or more of the following conditions have been met:
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(i)::: both (1) the applicable Integrated Application funding decision relates to a percentage of the assets standing to the credit of the applicable Integrated Application treasury account which is equal to or greater than the applicable percentage and (2) the assets subject to the applicable Integrated Application funding decision have a monetary value, expressed in USD, equal to or greater than the applicable threshold;
(ii)::: one or more of the required fields in respect of the applicable Integrated Application funding decision do not refer to any documentation provided by the applicable expert panel in support of such Integrated Application funding decision; and
(iii)::: the documentation purported to be produced by the applicable expert panel in support of one or more of the criteria in respect of the applicable decision is not publicly accessible.

(c):: For the purposes of this Governance Service, the variables to be specified in the relevant Onboarding Proposal shall be:

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(i)::: the applicable expert panel;
(ii)::: the applicable Integrated Application funding decision, the applicable Integrated Application treasury account, including how to determine what assets are standing to the credit of such Integrated Application treasury account and the Oracles to be used for determining the monetary value, expressed in USD, of such assets;
(iii)::: the applicable percentage and the applicable threshold which cannot be exceeded for the purposes of the relevant Integrated Application funding decision; and
(iv)::: the required fields and the applicable criteria for the purposes of taking an Integrated Application funding decision.

4.:: _Exercise of veto following an ICC arbitration award_
(a):: At any time between the Onboarding Date and the Offboarding Date in respect of an Integrated Application, the Root Nodes may receive a Service Request in respect of a dispute between two or more members of the relevant Integrated Application relating to the implementation of a relevant governance decision made in accordance with the relevant IA Constitution by way of execution of an onchain transaction, but which governance decision (and, therefore, onchain transaction) one or more of the members alleges is not in compliance with the relevant IA Constitution:
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(i)::: first, to determine whether a request for arbitration has been received by the Secretariat of the ICC International Court of Arbitration in respect of such dispute and the relevant filing fee has been paid; and
(ii)::: secondly, only if they determine that such request for arbitration has been received and the relevant filing fee has been paid, to review whether an Arbitral Tribunal has issued an arbitral award on the merits of the case and such arbitral award does not reject in full the claimant's claims made in the relevant dispute.
(b):: Each such Service Request shall constitute an Onchain Voting Proposal comprising two parts (which, in terms of technical implementation and for the purposes of Appendix 5, shall be treated as two separate Onchain Voting Proposals, with the second one being contingent on the outcome of the first one):
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(i)::: first, that the Root Nodes veto the execution of the relevant onchain transaction implementing the governance decision made in accordance with the relevant IA Constitution if, based on the evidence available to them, they determine that a request for arbitration has been received or the relevant filing fee has been paid (i.e., a procedural veto); and
(ii)::: secondly, that the Root Nodes veto the execution of the relevant onchain transaction implementing the governance decision made in accordance with the relevant IA Constitution if, following the issuance of an arbitral award on the merits of the case by the relevant Arbitral Tribunal, such award does not reject in full the claimant's claims made in the relevant dispute (i.e., a substantive veto).

(c):: Each Root Node shall take a decision with respect to such Service Request as follows:
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(i)::: first, each Root Node shall veto the execution of the relevant onchain transaction if, acting reasonably, based on the evidence available to them, it determines that a request for arbitration has been received or the relevant filing fee has been paid; and, subject to the remainder of this Paragraph (c),
(ii)::: secondly, each Root Node shall veto the execution of the relevant onchain transaction if, following the issuance of an arbitral award on the merits of the case by the relevant Arbitral Tribunal, it determines, acting reasonably, that such award does not reject in full the claimant's claims made in the relevant dispute.
++ ++:: For these purposes, if, in connection with the first part of the relevant Onchain Voting Proposal, the Required Majority of votes cast by Eligible Voters in accordance with Appendix 5 does not veto the execution of the relevant onchain transaction, the Root Nodes shall not be required to vote in respect of the second part of the relevant Onchain Voting Proposal and shall have no further obligations in respect of the relevant Service Request and Paragraph (c)(ii) shall not apply. Conversely, if the Required Majority of votes cast by Eligible Voters in accordance with Appendix 5 in respect of the first part of the relevant Onchain Voting Proposal vetoes the execution of the relevant onchain transaction, each Root Node shall take a decision in respect of the second part of the relevant Onchain Voting Proposal as set out in Paragraph (c)(ii).

(d):: For the purposes of this Governance Service, the variables to be specified in the relevant Onboarding Proposal shall be:
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(i)::: the relevant onchain transactions and governance decisions which may be subject to this Governance Service;
(ii)::: the applicable arbitration agreement set out in the relevant IA Constitution; and
(iii)::: the methods by which the request for arbitration, any evidence relating to the receipt by the Secretariat of the ICC International Court of Arbitration of the request for arbitration, the receipt of the relevant filing fee and the arbitral award issued by the relevant Arbitral Tribunal are to be made available to the Root Nodes.

(e):: In respect of each Onchain Voting Proposal made under this Paragraph 4, there shall be two separate Voting Periods under Appendix 5. The Voting Period in respect of the first part of such Onchain Voting Proposal shall commence when the Onchain Voting Proposal is made. If the Root Nodes are required to vote in respect of the second part of such Onchain Voting Proposal as determined in accordance with Paragraph (c), the Voting Period in respect of the second part of such Onchain Voting Proposal shall commence when a copy of the relevant arbitral award is made available to the Root Nodes.

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===== PART C- GOVERNANCE FEES
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1.:: Governance Fees shall be calculated and charged in Q Tokens.
2.:: Governance Fees shall be allocated between the Q Stakeholders (other than the Q Nodes) in accordance with Part A of Appendix 7.
3:: The Governance Fee payable by or on behalf of each Integrated Application in respect of each Request shall be as set out in and shall be due and payable at the times specified in the most recent Onboarding Proposal in respect of such Integrated Application in respect of which the Onboarding Date has occurred and the corresponding Offboarding Date has not yet occurred.

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===== PART D- INITIAL ONBOARDED INTEGRATED APPLICATIONS
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1.:: The Integrated Applications identified in Appendix 12 constitute the initial DAO
Integrated Applications.
2.:: For the purposes of Article 12.1.2(b) and Part A of this Appendix 11, it shall be deemed that an Onboarding Proposal in respect of such DAO Integrated Applications has been accepted by the Required Majority of votes cast by Eligible Voters in accordance with Appendix 5 and the Onboarding Date has occurred at the time when this Q Constitution was first amended to incorporate this Appendix 11 and Appendix 12. Any references in Appendix 11, any related definitions or any other provision of this Q Constitution to the Onboarding Proposal in respect of such DAO Integrated Applications shall be construed as references to Appendix 12.

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=== APPENDIX 12
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==== INITIAL DAO INTEGRATED APPLICATIONS
|===
|DAO Name: |IA Public Key: | Service Request Key: | Source of IA Constitution: | Governance Services and applicable parameters: | Governance Fees:
|QNS DAO |0x535cc3cf4cdaaed0651 a426b46f2b26daefcc0a2 |0xA66E1eEb5cdF800d355 bF52dCD75838C067C6543 |Parameter:
'constitution.source', located in the IA Parameter Storage on the Q blockchain, to be accessed using the function call ‘getDAOParameter(constitution.source)’ on the smart contract, deployed at the address: 0x6A3fe6EBCe4845570f1DB2c68b8a2c73005d3a4A |"Prohibited code" in accordance with Paragraph 2 of Part B of Appendix 11.

For the purposes of sub-paragraph (c) of Paragraph 2 of Part B of Appendix 11, the applicable parameters are:

The applicable code upgrade proposal is "Upgrade Proposal" as specified in the IA Constitution of QNS DAO.

The specified lines of code are specified in Schedule 2 of the IA Constitution of QNS DAO.

The prescribed code for such specified lines of code are is specified in Schedule 2 of the IA Constitution of QNS DAO.

The applicable expert panel is "QNS Core Developers" as specified in the IA Constitution of QNS DAO | 0.7% of the total assets in the treasury subject to the Q Blockchain governance mechanisms, but a minimum of 18,000 Q Tokens or Q Tokens equal to the amount of 6.000,- (six thousand) US Dollars per year.
The Governance Fees shall be payable annually, within 1,008 hours of the beginning of each calendar year.
|DynaDAO |0x47d0E334Be8a2fFA337 8C34E48Adf4CAB80bCBf6 |0xc69910283567A789448 56cdED23FAD0E8F3339b7 |Parameter:
'constitution.source', located in the IA Parameter Storage on the Q blockchain, to be accessed using the function call ‘getDAOParameter(constitution.source)’ on the smart contract, deployed at the address:   0x1838a310E31fe22B960466433Bd83d99412233F1 |"Insufficient justification for use of Integrated Application funds" in accordance with Paragraph 3 of Part B of Appendix 11.

For the purposes of sub-paragraph (c) of Paragraph 3 of Part B of Appendix 11, the applicable parameters are:

The applicable expert panel is "Proposers" as specified in the IA Constitution of DynaDAO.

The applicable Integrated Application funding decision is the accepted "Project Funding Proposal" as specified in the IA Constitution of DynaDAO.

The applicable Integrated Application treasury account is the treasury account specified in clause 5.1 of the IA Constitution of DynaDAO.

The mechanism for determining what assets stand to the credit of such Integrated Application treasury account is specified in Schedule 2 of the IA Constitution of DynaDAO.

The Oracles to be used for determining the monetary value of any assets standing to the credit of such Integrated Application treasury account are specified in Schedule 2 of the IA Constitution of DynaDAO.


The applicable percentage and applicable threshold which cannot be exceeded for the purposes of the relevant Integrated Application funding decision is are specified in Schedule 2 of the IA Constitution of DynaDAO.

The required fields to be checked by the Root Nodes are specified in Schedule 2 of the IA Constitution of DynaDAO.

The applicable criteria for the purproses of taking an Integrated Application funding decision are specified in Schedule 2 of the IA Constitution of DynaDAO. |0.7% of the total assets in the treasury subject to the Q Blockchain governance mechanisms, but a minimum of 18,000 Q Tokens or Q Tokens equal to the amount of 6.000,- (six thousand) US Dollars per year.
The Governance Fees shall be payable annually, within 1,008 hours of the beginning of each calendar year. |