2.1. We are required by the CySEC to perform KYC Procedures in order to identify and verify our customers and minimise the extent to which Crypto Assets and e-money may be used for money laundering or terrorist financing purposes. To become our client and use our Crypto Services (as defined in Clause 3 below), you must pass our KYC Procedures.

2.2. When you buy Crypto Assets and e-money through the Noemon Tech Limited, you will not be protected by compensation schemes, such as the Cyprus Investor Compensation Fund ('ICF').

2.3. This is an execution-only service (see clause 5 below). We do provide investment advice relating to our Crypto Services, however it will be covered on a separate agreement. You should carefully consider whether your personal situation, financial circumstances and risk tolerance are compatible with Crypto Assets and e-money trading. You may want to speak to an independent financial adviser.

3.1. You will be able to place orders to buy and sell Crypto Assets and e-money by instructing us via the Noemon Tech Limited Platform ('Order') and you appoint us to act as your 'custodian' for the purpose of holding your Crypto Assets and e-money (the 'Custodial Services'), jointly referred to as the 'Crypto Services'. If you are a resident of a country outside the EEA you hereby confirm that you researched CASPs on your own volition and you were not solicited directly or indirectly by Noemon Tech Limited and / or its affiliates.

3.2. All Crypto Assets and e-money are traded exclusively with us on the Platform, and not with third parties. We will act on your behalf and follow your instructions to enable you to buy, hold and sell Crypto Assets and e-money.

3.3. To facilitate the Crypto Services, Noemon Tech Limited will be using one or more established, reputable third-parties ('Partner Prime Brokers') for execution (purchasing and selling) of your Orders and the Custodial Services. Whenever you send us an Order to buy or sell Crypto Assets and e-money tokens, we will transmit it for execution to our Partner Prime Brokers, who will execute it in accordance with its execution policies as described in section 5 below. Our Partner Prime Brokers will be subject to our due diligence processes and will be registered as virtual asset service providers and/or e-money institutions (payment service provider) within a Financial Action Task Force ('FATF') member state.

4.1. The Crypto Assets and e-money tokens available through our Crypto Services are displayed on the Noemon Tech Limited platform. We may from time to time determine types of Crypto Assets and e-money that will be supported or cease to be supported by us. We will inform you if we start offering any other Crypto Assets and e-money. We will also inform you with 30 days' notice, if we stop offering a Crypto Asset unless we are legally required to cease such support sooner than 30 days.

4.2. To make sure you have safe access to our Crypto Services, download any updates for your device or the Noemon Tech Limited Platform as soon as they become available.

5.1. We shall provide our Cryptoservices on an "execution-only" basis, meaning all investment decisions are taken solely by you ( unless you signed up on terms and conditions related to activity ' investment advice ' or ' portfolio management ' ) This means you determine your investment strategy and choices and are responsible for all Orders and regularly monitoring your Crypto Account.

5.2. Noemon Tech Limited will be responsible for the reception of a purchase or sale Order from you and the immediate transmission of the instructions to our Partner Prime Brokers for execution. When executing Orders, we are making use of a smart order router, which allows us access to the broader crypto marketplace. This technology will automatically route your Orders to the supported trading exchange with the best all-in prices (including trading fees).

5.3. While processing your Orders, our Partner Prime Brokers consider a variety of factors relating to the Orders and the connected trading venues, including the speed of execution, the venue's ability to handle off-chain transactions, the availability of efficient and reliable systems, the standard of service provided, and the cost of executing Orders.

5.4. Whenever you send a buy Order, we will execute it, hold the Crypto Assets and e-money for you and credit the relevant amount of fiat currency from your Crypto Account. Whenever you send a sell Order, we will execute it and add the proceeds from the sale to your Crypto Account.

5.5. The Custodial Services are only provided in relation to available Crypto Assets and e-money, as outlined in Clause 4. Your Crypto Assets and e-money are held in a segregated 'virtual custodian account' that holds Crypto Assets and e-money for other Noemon Tech Limited clients. The virtual custodian account will be held with our Partner Prime Brokers. You can use the Noemon Tech Limited Platform to view the amount of Crypto Assets and e-money we're holding for you.

5.6. With respect to the Custodial Services we will be responsible and liable for Partner Prime Broker to the same extent as for our own acts, including losses arising from fraud, wilful default or negligence.

5.7. You will own the rights to the financial value of any Crypto Assets and e-money we buy for you as instructed. We will hold your Crypto Assets and e-money on your behalf and you will have a beneficial right to them. This means you can instruct us when to sell it, in accordance with the Terms. We shall only act upon instructions you give us. You will not be able to instruct the Partner Prime Broker yourself nor carry out transactions directly.

5.8. You acknowledge and agree that we may monitor use of your Crypto Account and the Custodial Services and the resulting information may be utilised, reviewed, retained and or disclosed by us in accordance with the rules of any Applicable Law and governed by our internal policies.

5.9. You acknowledge and agree that a conflict of interest could occur if our Partner Prime Brokers become aware of Orders or imminent Orders and executes a trade for its own inventory (or the account of any affiliate of the Partner Prime Broker) while in possession of that knowledge. If a conflict of interest occurs, we are not responsible for any losses you may suffer as a result.

5.10. We may at any time and at our sole reasonable discretion limit the amount or size of any Order you can buy. You will be informed of the amount of any limit on the Noemon Tech Limited Platform before we accept your instruction.

5.11. We may, acting reasonably, refuse to proceed with an Order to buy or sell Crypto Assets and e-money. If we do, we will not be responsible for any losses you may suffer as a result. We may refuse your Orders for the following reasons which include but are not limited to:

• there are not enough Crypto Assets and e-money available in the market;
• our Partner Prime Brokers are unable to access the relevant crypto exchanges (for example, one of the crypto exchanges may have a disrupted service);
• the instructions that you have provided to us are ambiguous or go outside the scope of our obligations under this Agreement;
• we have good reason to suspect that your instruction was for illegal purposes (for example, to commit fraud); or
• we have good reason to believe that your instruction could badly affect our reputation or goodwill.

5.12. You cannot cancel or reverse any Order to buy Crypto Assets and e-money. Once you have instructed us to buy or sell Crypto Assets and e-money on your behalf by submitting an Order, we shall not be able to cancel or reverse your Order unless we refuse it as per Clause 5.5.

5.13. You can deposit and withdraw fiat money via the payment methods specified on our Website. Whenever you issue a Payment Instruction, the relevant rules of the Invest Terms will apply.

6.1. We set the exchange rate for buying or selling Crypto Assets and e-money, based on the rate that our Partner Prime Broker offers us. It is a variable exchange rate which means it is constantly changing. You can view the current rate on the Noemon Tech Limited Platform. The exchange rate may change between the time you send your Order and the time we receive it.

6.2. Our exchange rate does not include our fees. We charge you a small fee on any Order in Crypto Assets and e-money as set out in our Trading terms, available on our Website.

7.1. As our client, you shall be entitled to the following non-exhaustive list of protection rights:

• to receive information with respect to the provided Crypto Services;
• to receive the best possible result on your Orders as stipulated under Clause 5 and our Order Execution Policy;
• to receive all the required regulatory information, including applicable costs and charges, with regards to the execution of your Orders;
• be warned promptly when we become aware of any material difficulties with regard to the proper execution of your Orders.

8.1. Trading Crypto Assets and e-money carries significant risks. You should carefully consider whether your experience and knowledge are appropriate for you to buy Crypto Assets and e-money. These risks include but are not limited to the following:

• unlike normal money, Crypto Assets and e-money are digital and not tangible. This means that although your Crypto Assets and e-money will be held offline with the appropriate safety measures in place they are at risk of being hacked or affected by technical problems. This could result in loss or issues with access;
• transactions in Crypto Assets and e-money may be irreversible, therefore Crypto Assets and e-money lost due to fraudulent or accidental transactions may not be recoverable;
• some Crypto Assets and e-money transactions shall be deemed to be made when recorded on a public blockchain ledger, which may not be the date or time that you initiate the transaction;
• Crypto Assets and e-money and cryptoexchanges are not fully regulated. Any regulatory change is likely to affect the value of any Crypto Assets and e-money we hold for you;
• Crypto Asset may not be accepted as payment;
• the price or value of Crypto Assets and e-money can rapidly and unpredictably increase or decrease at any time; and
• past performance of Crypto Assets and e-money is not a guide for future performance.

8.2. Following this, when investing in Crypto Assets and e-money, you should therefore consider whether trading or holding Crypto Assets and e-money is suitable for you, in light of your financial circumstances, and you should ensure that you fully understand the risks before using our Crypto Services.

8.3. We suggest using our Crypto Services, only if:

• you have sufficient and relevant knowledge about or experience in, trading in volatile markets;
• you are trading with money you can afford to lose;
• you have a high-risk tolerance; and
• you want to gain short-term exposure to a product/market.

You expressly agree that you understand all risks of investing in Crypto Assets and e-money and that Noemon Tech Limited is not responsible if you suffer any losses as a result of trading in Crypto Assets and e-money.

9.1. A fork is a sudden change in how a Crypto Asset works. A fork may seriously change the function, value, exchange rate or even the name of a Crypto Asset. Given this is beyond our control, if this happens, we will work out the best approach for our clients together with our Partner Prime Broker.

9.2. For reasons beyond our control, a fork may cause a Crypto Asset we hold for you to be split into two Crypto Asset branches. If this happens, the following may apply, using our sole discretion:

• you'll get a balance in one of those two Crypto Assets and e-money that our Partner Prime Broker continues to support; and/or
• you won't get any or all of the two new Crypto Assets and e-money (for example, if our Partner Prime Broker does not support those Crypto Assets and e-money).

9.3. In the event of a fork, we may temporarily suspend our Crypto Services with the relevant Crypto Asset with or without notice and we may, in our sole discretion, decide to support, or cease supporting either branch of the forked Crypto Asset entirely. We bear no liability, obligation nor responsibility whatsoever arising out of a forked Crypto Asset.

10.1. Your money will be kept in a segregated bank account with reputable credit institutions.

10.2. We will take all the necessary steps to ensure that the clients' funds are safeguarded. Specifically, we will:

• maintain records and accounts enabling us at any time and without delay to distinguish funds held for one client from funds held for any other client and from our own funds;
• maintain records and accounts in a way that ensures their accuracy and, in particular, their correspondence to the funds held for our clients and that they may be used as an audit trail;
• introduce adequate organisational arrangements to minimise the risk of the loss or diminution of client funds, or of rights in connection with those funds, as a result of misuse of funds, fraud, poor administration, inadequate record-keeping or negligence;
• introduce arrangements to ensure that clients' funds are safeguarded in the case of insolvency;
• appoint a single officer of sufficient skill and authority with specific responsibility for the safeguarding of client funds.

10.3. We can provide you with details of which banks we use, on request. While we monitor the creditworthiness of our banks closely and select them on the basis of robustness and solidity, using only major international banks, this does not mean that they are risk-free and that can still expose you to certain risks:

• Inflation: Inflation risk occurs when the rate of inflation exceeds the interest rate earned, which can result in your money losing value over time. In case of inflation, the interest you may be eligible to receive from Noemon Tech Limited may not follow the pace of rising costs.
• Credit risk: If the financial institution in which your Uninvested Money is deposited becomes insolvent, you may lose (a part of) your money. To manage this risk, Noemon Tech Limited carefully selects financial institutions and regularly monitors their creditworthiness. Additionally, you may be eligible to recover (a part of) your money from a protection scheme.

11.1. You may have to pay taxes, such as capital gains tax, or costs on our Crypto Services and you are solely responsible for any and all tax obligations that may arise when using our Crypto Services. We are not responsible for collecting these from you, facilitating any payments on your behalf, providing tax advice, or for producing any tax reports.

12.1. We reserve the right to change the Agreement, but only under certain circumstances:

• to make it easier to understand;
• to reflect changes to how our business is run (for example, if a financial system or technology changes);
• to reflect changes to legal or regulatory requirements that apply to us;
• to reflect changes in the cost of running our business; and/or
• because we are changing our services or products, and/or adding new ones.

12.2. If we make a change in accordance with the above clause, we shall always give you at least thirty (30) days' written notice before we make the change, except as required by Applicable Law or regulation.

12.3. If you don't agree to any of the changes, you can end your Agreement with us. Unless notified otherwise, we will assume that you agree with the change(s) and the relationship under the Agreement will continue with the amended version of the Agreement being applicable.

13.1. We ensure so far as is reasonably possible that our Crypto Services are not interrupted, secure, virus-free, and accessible at a reasonable speed. However, there are circumstances that may be beyond our control. We may suspend the use of our Crypto Services so that we can make technical changes, add new features, ensure the Crypto Services run smoothly or improve their security. In the event of an emergency we may be unable to give a reasonable notice and are not liable for not being able to do so.

13.2. While we shall make reasonable efforts to immediately transmit your Orders, we make no representations or warranties regarding the amount of time needed to complete processing as such processing is dependent upon many factors beyond our control.

13.3. You acknowledge and agree that, under certain circumstances beyond our control, a transaction may be delayed. We make no representations or warranties with respect to the availability and/or accessibility of:

• the Crypto Assets and e-money;
• a custody transaction;
• the virtual custodial account; or
• the Custodial Services.

13.4. We are not responsible to you for losses that arise:

• if our Crypto Services or trading platform are unavailable, interrupted, delayed, incompatible or unable to work with any software, systems or other services, secure, complete, free of harmful code or error-free;
• if we don't meet our obligations under the Agreement because of a legal or regulatory requirement; or
• As a result of unusual or unexpected events outside our control (including force majeure events and system failures).

13.5. Crypto Assets and e-money are often traded using independent blockchain technology. Your use of blockchain and other third-party networks will be subject to any changes and/or amendments in their systems and to any Applicable Law which may apply to them. As we do not own or control the underlying software protocols which govern the operation of Crypto Assets and e-money involved in connection with our Crypto Services by using our Crypto Services, you acknowledge and agree:

• that we make no guarantee of the functionality, security, or availability of underlying protocols;
• that some underlying protocols are subject to consensus-based proof of stake validation methods which may allow, by virtue of their governance systems, changes to the associated blockchain or digital ledger ("Governance Modifiable Blockchains"), and that any transactions validated on such Governance Modifiable Blockchains may be affected accordingly;
• in the event of a fork, you agree that we may temporarily suspend our Crypto Services (with or without notice) and that we may, in our sole discretion, decide whether or not to support (or cease supporting) either branch of the forked Crypto Asset protocol entirely; and
• we shall have no liability, obligation or responsibility whatsoever arising out of or relating to the operation of underlying software protocols, transactions affected by Governance Modifiable Blockchains, or an unsupported branch of a forked Crypto Asset protocol and, accordingly, you acknowledge and assume the risks of the same.

13.6. You consent to the use of automated systems by us in relation to the provision of the Crypto Services, including but not limited to automated order entry and execution, routing, recordkeeping, reporting, account reconciliation and risk management (collectively, "Automated Systems"). You agree and understand that Automated Systems entail risks, including interruptions and delays of service, system failure and errors in the design or functioning of such Automated Systems (collectively "System Failures'') that may cause substantial losses to you. In no event shall we be liable for any claims or losses arising out of or relating to System Failures in respect of any Automated Systems established and maintained by a third party.

13.7. If we don't meet our obligations under the Agreement, we are not responsible for any unforeseeable losses and damages, costs or expenses incurred or suffered by you under this Agreement unless arising directly from our negligence, breach of contract, bad faith, wilful default or fraud. In no circumstances shall we be liable for consequential loss or special damage. Nothing in the Agreement absolves our liability for death or personal injury resulting from our negligence or for fraud or fraudulent claims and statements.

13.8. If you breach the Agreement, and this causes us to suffer a loss, the following will apply:

• you will be responsible for any losses we suffer as a result of your action and/or omission;
• if your actions and/or omissions result in us losing profits, you may also be responsible for those losses, unless this would mean that we are compensated twice for the same loss; and
• you will also be responsible for any reasonable legal costs that arise in connection with our losses.

14.1. You agree that your use of data made available to you in relation to your use of Crypto Services, in real-time or delayed, through the Noemon Tech Limited Platform, which may include market prices, volumes and any other data related to Crypto Assets and e-money and transactions executed on the Noemon Tech Limited Platform (collectively 'Market Data'), is subject to these Terms.

14.2. You will only use the Market Data for your own personal use and benefit and not for the management of assets of a third party in any capacity. You will not use the Market Data for any unauthorised or illegal purpose, or in a professional capacity, meaning that you shall not use the Market Data in the capacity of a:

• member of any crypto exchange;
• registered or qualified professional trader or investment adviser with any stock, commodities or futures exchange or contract market, or with any financial regulatory authority;
• employee of an organisation for the performance of professional investment activities.

14.3. You receive the Market Data on "as is" and "as available" basis. We do not in any way guarantee the correctness, accuracy, completeness or timeliness thereof. At all times when Market Data seems incorrect or implausible, you shall not act upon such information.

14.4. We do not assume any liability nor may be held liable to you for any damages arising in connection with the receipt or use of Market Data that is provided to you.

15.1. You have the right to terminate this Agreement on the Trading Platform at any time. We reserve the right to suspend or terminate the Agreement at any time. When exercising this right, we will ensure you are provided with 30 day's notice notice before such termination takes place.

15.2. However, we may suspend your access to our Crypto Services and/or immediately terminate this Agreement if any of the following apply:

• we suspect that you may be engaged in credit card fraud, money laundering, funding terrorism and/or any relevant inappropriate or criminal conduct;
• you have not given us information we request , or we believe that information you have provided is incorrect or not true;
• you have breached any of the obligations under the Agreement;
• we receive evidence that you have died, in which case we shall hold your Crypto Assets and e-money and fiat money in custody until we are presented with official evidence of your legal successor(s) and concrete instructions by an authorised person on how to proceed thereafter;
• we receive evidence that you have been declared bankrupt (or the equivalent in the country you live in);
• we have good reasons to believe that your use of our Cryptoservice could damage our reputation or business, or badly affect us or any of our services;
• we suffer verbal abuse by you; or
• we have to do so by law.

15.3. If we terminate this Agreement you will be required to sell all of your Crypto Assets and e-money holdings with Noemon Tech Limited in order to close your account. If you do not do this within the notice period or where the Agreement is terminated immediately under Clause 15.2 we may sell all the Crypto Assets and e- money that we hold on your behalf and send the equivalent amount of fiat money to any of the payment methods you used to deposit fiat money.

16.1. You shall place Orders via the Trading Platform, after logging in with your username and password.

16.2. If you need to contact us for any reason in relation to this Agreement, please do so:

• by post to Noemon Tech Limited., Foti Pitta, 9, 2nd Floor, Flat/Office 201, 1065, Nicosia, Cyprus ; or
• by the Chat button on the Website and on the Trading Platform; or
• by email: support@noemon.tech

16.3. We may contact you and give you any notices in connection with this Agreement by post, telephone, or by electronic means using the latest address, telephone number or electronic mail address which you have provided. You hereby consent to us providing you with information through a durable medium other than paper and to us providing information that is not addressed to you personally by means of the Website.

16.4. You agree that we may record all communications between you and us and use such recordings, or transcripts of such recordings, as well as any e-mails, recorded chat messages or other communications you send to us through our Platform or otherwise, for training purposes, for the purposes of investigating any complaint you may make, or for any other legal or regulatory purposes including as evidence in any dispute or anticipated dispute between you and us. Upon your request, we will provide a copy of such records to you within a reasonable period.

17.1. If you're unhappy with the Crypto Services received from us, you can make a complaint by contacting us as detailed on our Website.

18.1. We have put in place a range of procedures in order to identify, monitor, manage and where applicable disclose conflicts of interest that may arise from time to time. The effectiveness of all these controls is monitored on an ongoing basis and forms part of our Compliance Monitoring Programme. We place a great emphasis on maintaining a strong compliance culture. This culture is continually reinforced with all staff, and the need always to act in clients' best interest is the cornerstone of our philosophy.

18.2. What is a conflict of interest?

Conflicts of Interest may arise in any area of our business in the course of providing any Crypto Services, which may result in benefiting our interests. Conflicts of Interest can arise between various parties.

It is not desirable to enumerate a definitive list of circumstances in which conflicts could arise; part of staff training in this area is to recognise and remediate or escalate potential conflicts in the course of business. However, to help identify potential conflicts of interest, we have considered a number of areas, including:

• circumstances where we could make a financial gain, or avoid a financial loss, at the expense of a client;
• where financial or other incentives to favour the interest of one client or group of clients over the interests of another client or group of clients might arise;
• where our employees conduct personal account dealing and their positions oppose to clients' positions;
• where we may or will receive an inducement from a third party in relation to a service provided to the client or us, in the form of monies, goods or services, other than the standard commission or fee for that service;
• where we have information about or have obtained information from one customer that is of relevance to transactions for another customer; and
• where our employees accept benefits or gifts that could be construed as conflicting with our duties to the client.

Hereby, we have provided a summary of the most prevalent conflicts of interest that may arise and what we are doing to identify and mitigate them.

18.3. Managing and monitoring conflicts

We have a number of mechanisms in place to manage potential and actual conflicts, which are summarised below.

18.3.1. Policies and procedures

In order to identify, analyze and mitigate any possible conflicts of interest, we have embedded policies and procedures throughout our business to ensure conflicts are identified, considered and mitigated. We also run a robust Compliance Monitoring Plan, which includes ongoing monitoring of Conflicts of Interest. Our employees undergo regular training and receive guidance where conflict situations arise.

18.3.2. Supervision

Where the interests of one team and its clients may conflict with the interests of another team and its clients, the management structure has been separated. We have in place measures designed to prevent or limit any person exercising inappropriate influence over the way in which services or activities are carried out.

18.3.3. Remuneration

In order to mitigate any conflicts of interest related to remuneration dissatisfaction, we have an updated annual remuneration policy which is taking into account individual, team and company performance. No employee will directly benefit from any single transaction a client may make.

18.3.4. Dealing & allocation

In order to ensure that deals cannot be allocated in favour of one group of clients or staff, we operate dealing and allocation procedures which cover dealing fairly and in due turn.

18.3.5. Policy of independence

Our staff procedures require employees to disregard any material interest or conflict of interest when acting on clients' behalf.

18.3.6. Confidentiality

Our strict client confidentiality policy ensures that all information relating to clients is retained with the firm and treated as confidential information. Confidential information is only disclosed to those entitled to receive it. Staff is prohibited from using any such confidential information for their own interests.

18.4. Summary on Conflicts of Interest

In practice, the conflict of interest arrangements summarised above have been designed to reduce the risk of a conflict of interest being detrimental to a client and in most situations we consider that these will be sufficient to ensure clients' interests are protected. However, there may be rare occasions where we consider these arrangements are insufficient. In such circumstances it may be possible to disclose the conflict of interest to the client(s) in writing directly or, in the event of a severe conflict of interest, we may need to cease or decline to act on a client's behalf.

Our agreement with you

19.1. By signing this Agreement, you shall be obliged to notify us promptly of any changes to the information you have provided to us. A person who is not a party to this Agreement shall not have any rights under or in connection with it. Neither we nor you shall assign, transfer, charge, mortgage, subcontract or deal in any other manner with all or any rights or obligations under this Agreement.

19.2. This Agreement shall supersede all prior written agreements entered into by you and us in relation to the provision of the Crypto Services. This shall not affect any rights or obligations that you or we may have under any previous terms of business relating to these Crypto Services.

Governing law

19.3. The laws of the Republic of Cyprus governs this Agreement and both you and us hereby submit to the non-exclusive jurisdiction of the courts of the Republic of Cyprus in relation to any dispute under or in respect of this Agreement

Our right to enforce the Agreement

19.4. In no event shall any delay, failure or omission (in whole or in part) in enforcing, exercising or pursuing any right, power, privilege, claim or remedy conferred by or arising under this Agreement or by law be deemed to be or construed as a waiver of that or any other right, power, privilege, claim or remedy, in any other instance at any time or times subsequently.

Severability

19.5. If any court or competent authority finds that any provision of this Agreement (or part of any provision) is invalid, illegal or unenforceable, that provision or part of the provision shall, to the extent required, be deemed to be deleted, and the validity and enforceability of the other provisions of this Agreement shall not be affected.