General Terms of Use

This document sets out the general terms and conditions that apply to your use of our products and services. We recommend that you print a copy for your records.

1. Introduction

1.1. Your contracting party is XMarketMasters ("we," "our," "us"), a company with its registered address at 3507 Harrison Avenue, Beaumont, TX 77706, United States.

The terms "we", "us", and "our" refer to XMarketMasters. We provide services that allow you to trade certain financial instruments and transact with certain virtual assets (the "Services").

1.2. These General Terms of Use, together with the Trading Terms, the Funds and Transfers Terms, the Risk Disclosure, and the Additional Terms, each of which is available on our Terms and conditions page, form the agreement between you and XMarketMasters (each as amended from time to time, collectively, the "Agreement"). If you are offered a promotion, bonus, incentive, or similar offer, the specific terms for that offer (the "Promotion Terms") will also form part of the Agreement as between you and XMarketMasters, but only to the extent that the Promotion Terms apply to you. You expressly agree to the terms of the Agreement, and we agree to your access to and use of our Services (as further described in Clause 2 below). In the event of any conflict between these General Terms of Use, the Trading Terms, the Funds and Transfers Terms, the Risk Disclosure, and any Promotion Terms that apply to you, the following order of precedence will apply (to the extent relevant to the subject matter): (i) the Promotion Terms; (ii) these General Terms of Use; (iii) the Trading Terms; (iv) the Funds and Transfers Terms; and (v) the Risk Disclosure.

1.3. You are responsible for checking our website periodically to review the current version of the Agreement. We reserve the right to amend the Agreement, as permitted by law, without notice, and it is your responsibility to check our website for the latest version of the Agreement. The amended Agreement shall become valid once it is published on our "Website", which refers to https://xmarketmasters.com and its subdomains and any other website, domain, or mobile application operated by us through which the Services are provided. If we make material changes to the Agreement, we will notify you. If you reject any variation in the Agreement, you must discontinue your use of our Website and Services, and we will terminate this Agreement in accordance with Clause 14. Your continued use of the Website and Services will constitute acceptance of the variation.

1.4. Terms used in this Agreement, such as "including" or "for example", are not words of limitation and shall be interpreted as followed by the words "without limitation". The headings in this Agreement are for convenience only and shall not affect in any way the meaning or interpretation of this Agreement.

1.5. The official and controlling language for all aspects of our Services and relationship with you is English. This applies to this Agreement, all Website content, and all official communications. For your convenience, we may communicate with you or provide content in languages other than English, some of which may be translated using automated technology. All non-English content and communications are provided as a courtesy only. In the event of any conflict, discrepancy, or ambiguity in meaning or interpretation, the matter shall be resolved by reference to the English language, which will be authoritative and prevail in all matters.

2. Provision of products and Services

2.1. We provide our Services via XMarketMasters-branded platforms available on the Website (the "Platforms").

2.2. Our products include a digital wallet (the "Wallet") that enables you to manage funds across your accounts.

2.3. Our Services are offered on a non-face-to-face basis, and our communication is done through our Website, emails, and other electronic correspondence.

2.4. Our Services are offered on an execution-only basis. This means that you will be responsible for making your own investment decisions and actions when transmitting your transaction orders through the Website. We will execute any specific instructions from you, and we will not be required to ensure that the transactions are suitable or appropriate for you.

2.5. We reserve the exclusive right to determine the scope, availability, and nature of the services and products we offer you.

2.6. We only provide our Services to residents of certain countries due to legal and regulatory restrictions and our internal policies. We may change the list of countries from time to time.

2.7. We may choose to introduce, modify, or discontinue services and products for any reason, including reasons related to regulatory compliance, operational efficiency, or strategic considerations. In any such circumstances, we will make reasonable efforts to notify you and provide you with guidance on account management.

2.8. You agree that charges apply to certain transactions and Services. We will use reasonable efforts to disclose the applicable charges for a specific transaction, including any conversion rates and associated costs (for example, in respect of transactions involving virtual assets), before you give a final instruction to proceed. By confirming a transaction, you agree to pay any such charges, which may be deducted directly from your account or the value of the transaction.

3. Custody of virtual assets

3.1. We are not a standalone custodian. We hold or control virtual assets kept in segregated client accounts on your behalf solely to facilitate transfers, exchanges, or other Services.

3.2. Title to virtual assets held in your account remains with you at all times. We do not acquire title to your virtual assets except as strictly required to settle your instructions or as set off against amounts owed to us under Clause 7.2.

3.3. We maintain internal records that distinguish your virtual assets from our own assets and those of other clients. Virtual assets held on your behalf are not available to our creditors.

3.4. Your virtual assets are held in wallets managed by us through third-party exchange and wallet infrastructure providers. We remain responsible to you for your assets; however, operational disruptions, cybersecurity incidents, or the insolvency of these providers may result in delays or limitations when accessing, recovering, or transacting with your assets.

3.5. We do not lend, rehypothecate, or otherwise use your virtual assets for our own account, except as required to settle your instructions or as otherwise expressly agreed with you.

4. Access to our Services

4.1. To open a XMarketMasters account and use our Services, you need to meet all of the following conditions, and you make the following representations to us:

• 4.1.1. You have read the Agreement in full and have understood that you will be buying and selling trades subject to this Agreement (including, for the avoidance of doubt, the risks described in the Risk Disclosure);
• 4.1.2. You have read our Privacy Policy and are aware of how we process personal data;
• 4.1.3. You are acting only for your own benefit and not for any other person or on behalf of anyone else;
• 4.1.4. You are 18 years of age or older; and
• 4.1.5. You are not a resident of a country in which we do not offer our services.

4.2. To access our Services, you will need a compatible computer or mobile device, a reliable internet connection, and a compatible web browser. You are solely responsible for ensuring that your device, browser, and internet connection are compatible with and adequate for your use of the Services.

4.3. Subject to the terms of this Agreement and provided that we accept you as a client, we hereby grant you a licence to use the Platforms solely for your personal use and benefit.

4.4. You are responsible for ensuring that your account credentials remain confidential and that they are not used by any person other than you. You shall notify us immediately if you become aware that your account credentials have been compromised or your account has been used by anyone other than yourself. If we believe there has been a security breach, we may require you to change your account credentials.

4.5. You must not give or offer to give access to capital or funds for third parties to trade with us. You must not use the services of any third party that offers to provide funded accounts for you to trade on our Platforms.

5. Know Your Customer

5.1. General

5.1.1. You agree to provide us with true, complete and accurate information and documentation during registration, including your name, permanent residential address, date of birth, place of birth, country of residence, contact number, and email address.

5.1.2. We have the right to conduct due diligence on you, which includes collecting certain information and verifying your identity and permanent residential address through documents. To verify your identity, you will usually need to provide us with the following documents or uploads:

• 5.1.2.1. A selfie;
• 5.1.2.2. A clear, coloured copy of a valid, non-expired government-issued ID, such as a passport, driver's licence, or an ID card;
• 5.1.2.3. Proof of address, which is a formal document that includes your residential address. The document must display your full name and address, and should not be older than twelve (12) months; and
• 5.1.2.4. Proof of wealth: a formal document that shows your source of funds, for example, your payslip or bank statement.

5.1.3. We reserve the right to exercise absolute discretion in deciding whether or not to accept your application to open an account with us. We are not obligated to provide any reasons for our decision to reject your application.

5.1.4. After you are onboarded as a client, you agree to provide any information or documentation we request within the timeframe we set. If any of your KYC documentation expires, we have the right to request additional non-expired KYC documentation, and you agree to provide this to us. We reserve the right to restrict payments and/or decline our Services to you if the requested information and/or documentation is not provided in a timely manner.

5.1.5. Only you, as the account holder, can deposit or withdraw funds to or from the account. You agree to provide us with evidence that an account or payment method belongs to you if we request this. All funds that you deposit into your account must be your own. You cannot hold the funds of a third party or pool together funds with a third party.

5.2. Tax

5.2.1. We may collect basic information regarding your tax status for the purposes of meeting our obligations under legislation relating to the Common Reporting Standard (CRS), the Foreign Account Tax Compliance Act (FATCA), and any other applicable tax reporting legislation.

5.2.2. The tax information that you may provide will only be disclosed to the authorities who are legally obligated to collect this information for tax reporting. We shall disclose your tax information to them only to the extent that we are legally obligated to.

5.2.3. You shall inform us without any undue delay of any change to your residency, citizenship status, names, address, or any other changes surrounding your profile during the term of this Agreement.

5.2.4. You are entirely responsible for your tax affairs, including any applicable returns and complying with any applicable laws and regulations. We do not provide any advice on taxation and/or your personal tax position.

5.3. Fraud

5.3.1. We reserve the right to block or withhold the funds in your account, rescind any profits, suspend your account, terminate this Agreement without notice, and/or cancel any request for a deposit, withdrawal, or refund of your funds if we know or have reason to believe that any fraud has taken or will take place.

5.3.2. We may use the personal information that you provide to conduct anti-fraud checks.

5.3.3. The personal information that you provide may be disclosed to identity verification, credit reference, or fraud prevention agencies, which may keep a record of that information.

6. Compliance with laws

6.1. It is your responsibility as you access our Website and Services to make sure that you understand the relevant laws and regulations of your country, and you must comply with all applicable laws and regulations. In some countries, we may not be permitted to offer our Services to you unless you have taken proactive steps to solicit information about them and requested to be provided with our products and services. Access to the Services and the offering of certain trades via our Services may also be restricted in some jurisdictions. It is your responsibility to know about the restrictions that apply in your country of residence and observe them. In continuing to access our Website and Services, you represent to us that you are doing so legally and that, where relevant, you have solicited information about our products and services and requested to be provided with them.

7. Our rights

7.1. We reserve the right, acting reasonably, to suspend, refuse, or cancel any of our Services, refuse or reverse any of your trades, ask you for a refund, and/or make an adjustment against your account in our favour in connection with deposits to or withdrawals from your account for any reason, including the following:

• 7.1.1. If we believe that your activity on our Website or Services may be illegal in your country or state or that it may breach any laws, regulations, instruments, ordinances, or rules;
• 7.1.2. If we reasonably believe you have made or are making any false or misleading representation to us; or
• 7.1.3. Any instance where legal authorities, law enforcement agencies or regulators contact us to request that we cease offering our Services to you.

7.2. We reserve the right to set off any amount you owe us against any funds or virtual assets we hold in your account. This includes any outstanding fees, charges, or losses incurred by us as a result of your failure to perform your obligations under this Agreement.

7.3. In the event of any error on our Website or Platforms, we reserve the right to take any action necessary to rectify the error, including correcting any inaccuracies, temporary or permanent suspension of access to the relevant products, modification, replacement or refund of funds, or refusing or reversing a trade.

7.4. If you become aware of any error within a report or statement we provide to you, such as any amounts erroneously credited to your account, you shall immediately inform us, and you are responsible for returning these amounts to us.

7.5. If your account for a Platform is disabled for any reason, we reserve the right to close any pending positions at the then-current market price.

7.6. We shall be entitled to take any action that we consider necessary, at our sole discretion, to ensure compliance with applicable laws, rules, or regulations. These actions shall be binding on you and shall not render us liable.

8. Market abuse and prohibited behaviour

8.1. We maintain systems to monitor and detect market abuse. You agree that you will not enter into any transactions which fall within the definition of market abuse under applicable laws.

8.2. You shall not:

• 8.2.1. Trade if you are in possession of insider information or have insider knowledge relating to any financial market, virtual asset, issuer, or instrument;
• 8.2.2. Unlawfully disclose any inside information or insider knowledge;
• 8.2.3. Trade if you are attempting or have attempted to manipulate the market;
• 8.2.4. Trade in a way that violates any laws, regulations, instruments, or ordinances;
• 8.2.5. Act in an abusive or dishonest manner in respect of our Website, Platforms, or other products;
• 8.2.6. Enter into trades which manipulate our products;
• 8.2.7. Enter into trades aimed at exploiting errors in prices; or
• 8.2.8. Disseminate any information that is false, inaccurate, or misleading in a manner that is likely to manipulate the market.

9. Negative balance protection

9.1. Negative balance protection may be offered at our sole discretion to protect you from adverse movements in your trades. We are not obliged to provide negative balance protection at any time or in any circumstances, and you should not expect that it will always be available.

9.2. Even when we do offer negative balance protection, it does not apply in the following situations:

• 9.2.1. When you open a trade that is considered prohibited; or
• 9.2.2. When a negative balance results from your breach of this Agreement.

10. Dormant accounts

10.1. If your account has not recorded any transactions for a period greater than twelve (12) months, it will be considered a dormant account, and we reserve the right to make an adjustment against your Wallet in our favour both at this time and for every period of six (6) months that your account remains dormant.

10.2. If your account has been locked or suspended and has not recorded any transactions for a period of twelve (12) months or more, we reserve the right to rescind your account funds.

10.3. If your account has been inactive for thirty (30) days with an account balance of one (1) USD or less, we reserve the right to rescind your account funds.

11. Third-party relationships

11.1. You may be introduced to us by one of our affiliates. You acknowledge that we do not authorise our affiliates to make any contract, agreement, or warranty on our behalf. In particular, affiliates do not have the authority to collect any money from you, to offer any guarantees against losses, to offer investment services, or to offer any advice in our name.

12. Warranties and indemnities

12.1. You warrant and represent to us that you are fully and personally responsible for settling every transaction into which you enter through your account with us.

12.2. You warrant and represent to us that you alone control access to your account and that no minors or any other third parties are granted access to your account.

12.3. You remain fully liable for any and all positions traded on your account, as well as any credit card transactions or other payments made through the Website or Platforms for your account. You agree to indemnify us against any and all costs and losses of any kind whatsoever that we may incur as a direct or indirect result of your failure to perform or settle any such transaction entered into through the Website or Platforms.

12.4. You are responsible for compensating us for any costs and losses that we might incur or bear as a result of your failure to comply with any of your obligations set out in this Agreement.

12.5. We specifically and expressly disclaim any and all warranties or representations, express or implied, statutory or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, and non-infringement, relating to the Services, Website, and Platforms.

12.6. We provide our Services, Website, and Platforms on an "as is" and "as available" basis and give no warranty that they will be free of errors, that any errors will be corrected, or that they are free of any third-party interferences, such as hackers or any other harmful components that arise outside of our control.

13. Liability

13.1. Nothing in this Agreement shall limit or exclude our liability for anything which cannot be limited or excluded by applicable law.

13.2. Subject to Clause 13.1, we shall not be liable to you in contract, tort, or otherwise (including liability for negligence) for (a) any loss of business, revenue, profits, or anticipated savings; (b) any wasted expenditure, corruption, or destruction of data; (c) any loss of goodwill or reputation; (d) for any indirect or consequential loss; or (e) the acts or omissions of any third party, in each case arising directly or indirectly in connection with this Agreement.

13.3. Subject to Clauses 13.1 and 13.2, we may be liable for your losses only to the extent that these losses are due to our gross negligence, wilful default, and/or fraud, and our aggregate liability to you in respect of all claims arising out of or in connection with this Agreement (including as a result of breach of contract, tort, negligence, under statute, or otherwise) will be limited to the aggregate amount of the deposits less withdrawals in your Wallet on the date that the cause of action accrued.

14. Termination

14.1. You may terminate this Agreement at any time by giving us notice. After you give us notice, you should close out any open trades as soon as reasonably practicable and, in any event, within twenty-one (21) days, after which we reserve the right to close your trades on your behalf (at the then-current market price) before permanently closing your XMarketMasters account.

14.2. We may terminate this Agreement and close your XMarketMasters account at any time by giving you twenty-one (21) days' notice. After we give you notice, we will not accept any new instructions from you. You should close any open positions within twenty-one (21) days of the date of the notice, after which we reserve the right to close your trades on your behalf (at the then-current market price) before permanently closing your account.

14.3. We may terminate this Agreement and close your XMarketMasters account at any time without prior notice in cases including, but not limited to, breach of this Agreement, material misrepresentation, failure to provide requested information, or as required by applicable law or regulation.

14.4. Upon termination of this Agreement, we will return to you without undue delay the net balance of any monies remaining in your Wallet by forwarding the funds directly to your bank account or other verified payment method, unless we have a right to hold the funds under this Agreement or applicable laws.

15. Intellectual property rights

15.1. You acknowledge that all intellectual property rights in the Website and Platforms are owned by us, our affiliates or our licensors, including all related information, technology, and other materials.

15.2. You acknowledge that the intellectual property in and to our Website and Platforms is licensed (not sold) to you solely pursuant to this Agreement, and that you have no other right, title, or interest in, or to, the intellectual property rights in the Website and Platforms.

15.3. You shall not, in respect of the Website, Platforms, any part thereof, and any third-party software contained therein:

• 15.3.1. Reverse engineer, disassemble, or otherwise attempt to derive source code;
• 15.3.2. Copy, modify, or translate any of the material;
• 15.3.3. Remove any proprietary notices;
• 15.3.4. Circumvent any technical limitations or activate any features that are disabled; or
• 15.3.5. Use these products for the purpose of developing features or functions that compete with them.

15.4. You acknowledge that the word "XMarketMasters" and the "XMarketMasters" logo are registered trademarks.

16. Force majeure events

16.1. Force majeure events are events beyond the control of either of the parties and are not reasonably foreseen. They may include:

• 16.1.1. Any war, state or governmental action, terrorism act, fire, strike, riot, civil unrest or industrial action;
• 16.1.2. Natural disasters such as floods, tornadoes, earthquakes, and hurricanes;
• 16.1.3. Public health emergencies of national or international concern, epidemics, or pandemics;
• 16.1.4. The suspension, closure, or nationalisation of an exchange;
• 16.1.5. Any act or regulation made by a government or supra-national body or authority;
• 16.1.6. Technical failures in transmission, communication, or computer facilities, power failures, or electronic or equipment failures;
• 16.1.7. The failure of any third party to perform its obligations or to provide its services to us;
• 16.1.8. An event which significantly disrupts the market;
• 16.1.9. Excessive changes to the price, supply, or demand of any product; or
• 16.1.10. Other unforeseeable, unanticipated, and unpredicted events that are not dependent upon the will of the parties.

16.2. We shall not be liable for any delay or failure in the performance of any of our obligations pursuant to this Agreement to the extent that the same results from a force majeure event.

17. Communication with us

17.1. You can contact us via online chat, email, or through our Website. You'll find quick-access buttons on our Website.

17.2. We are committed to resolving your query in the quickest time possible and appreciate your patience in allowing us time to resolve the matter.

17.3. If we are unable to resolve your query or you feel our response is unsatisfactory, you may submit an official complaint to us by following the process described in Clause 18 (Complaints) below.

17.4. It is your responsibility to make sure that you are able to receive the emails we send you.

17.5. Any notice or communication required or permitted to be given under this Agreement shall be in writing and shall be deemed to have been properly served, given, delivered, and received when delivered to the email address of the recipient.

18. Complaints

18.1. We are committed to ensuring that complaints are dealt with promptly and fairly.

18.2. If you would like to file a complaint about our Services, you can do so by sending the details and evidence related to your complaint to us at support@xmarketmasters.com. We shall acknowledge the receipt of your complaint via email, investigate your complaint, and send you a final response within fifteen (15) Business Days from the date on which the complaint is received.

19. Governing law and jurisdiction

19.1. This Agreement and any disputes arising from, in connection with, or relating to, the interpretation of this Agreement (including non-contractual disputes) shall be governed by the laws of the State of Texas, United States.

19.2. Any disputes arising under or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of the State of Texas.

20. Miscellaneous

20.1. This Agreement constitutes the entire agreement between you and us and supersedes all previous agreements, promises, assurances, and representations (whether written or oral) relating to their subject matter.

20.2. If any provision of this Agreement is found to be invalid or unenforceable by any court or administrative body of competent jurisdiction, such invalidity or unenforceability shall not affect the other provisions of this Agreement, which shall remain in full force and effect.

20.3. If we fail to insist that you perform any of your obligations under this Agreement, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations.

20.4. We may assign any or all of our rights under this Agreement to a third party.

20.5. You may not assign any or all of your rights under this Agreement to a third party without our prior written consent.