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IMPORTANT NOTICE

These Waitlist and Referral Program Terms and Conditions (“Terms”) constitute a legally binding agreement between you (“you,” “your,” or the “User”) and QFEX Bermuda Ltd. (“QFEX,” “we,” “us,” or “our”), a company incorporated in Bermuda under registration number 202504856, with its registered office at Carey Olsen Services Bermuda Limited, Rosebank Centre, 5th Floor, 11 Bermudiana Road, Pembroke HM 08, Bermuda. QFEX is subject to Bermuda law and regulation, including the Investment Business Act 2003. PLEASE READ THESE TERMS CAREFULLY BEFORE PARTICIPATING IN THE PROGRAM. BY CLICKING “I AGREE” OR BY PARTICIPATING IN THE PROGRAM, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE WITH THESE TERMS, YOU MUST NOT PARTICIPATE IN THE PROGRAM. These Terms govern your participation in the Program only. They do not govern the use of any QFEX trading services. When QFEX launches its trading platform, you will be required to agree to separate terms and conditions before you can open a trading account and access our services.

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1. DEFINITIONS

For purposes of these Terms, the following definitions apply: “Account” means your QFEX waitlist account created to participate in the Program. “Affiliate” means, with respect to any person, any other person that directly or indirectly controls, is under common control with, or is controlled by, such person. “Applicable Law” means any domestic or foreign law, rule, statute, regulation, by-law, order, protocol, code, decree, or other directive, requirement or guideline, published or in force which applies to or is otherwise intended to govern or regulate any person, property, transaction, activity, event or other matter, including any rule, order, judgment, directive or other requirement or guideline issued by any domestic or foreign federal, provincial, state, municipal or local government, regulatory authority, government department, agency, commission, bureau, minister, court or other law, rule or regulation-making entity having jurisdiction over QFEX, you, or as otherwise duly enacted, enforceable by law, the common law or equity. “BMA” means the Bermuda Monetary Authority. “Financial Instruments” means securities, derivatives, commodities, currencies, and other financial products that may be traded on the Platform. “Investment Business Act” means the Investment Business Act 2003 of Bermuda and related regulations. “KYC” means know-your-customer verification procedures. “Platform” means the QFEX financial exchange platform to be launched in the future. “Program” means the QFEX waitlist and referral program described in these Terms. “Prohibited Persons” means: (a) a person or entity listed on any of the Restricted Persons Lists (defined below); (b) a person or entity who is located, organized or resident in a country or territory that is, or whose government is, the subject of Sanctions; (c) a person or entity who is located, organized or resident in, or a citizen of, any of the following countries: Afghanistan, Belarus, Burma (Myanmar), Central African Republic, Cuba, Democratic Republic of Congo, Ethiopia, Guinea-Bissau, Haiti, Iran, Iraq, Lebanon, Libya, Mali, Nicaragua, North Korea, Somalia, South Sudan, Sudan, Syria, Ukraine (Crimea, Donetsk, and Luhansk regions), Venezuela, Yemen, and Zimbabwe; or (d) a person or entity otherwise prohibited by Applicable Law from accessing or using the Program. “Restricted Persons Lists” means: (a) the Specially Designated Nationals and Blocked Persons List and the Sectoral Sanctions Identification List maintained by the U.S. Treasury Department’s Office of Foreign Assets Control; (b) the Denied Persons List, Entity List, and Unverified List maintained by the U.S. Commerce Department’s Bureau of Industry and Security; (c) the non-proliferation sanctions lists maintained by the U.S. State Department; (d) the United Nations Security Council Consolidated List; (e) the Consolidated List of Financial Sanctions Targets maintained by the UK Treasury; (f) similar lists maintained by the European Union; and (g) any other list of restricted persons maintained under Sanctions. “Sanctions” means economic sanctions, trade embargoes, export or import controls, anti-boycott, and anti-money laundering laws, including those administered, enacted or enforced by: (a) the United States, including the U.S. Treasury Department (including the Office of Foreign Assets Control), the U.S. Commerce Department (including the Bureau of Industry and Security), or the U.S. State Department; (b) the United Nations; (c) the European Union; (d) the United Kingdom; (e) Bermuda; or (f) any other relevant sanctions authority. “Waitlist” means the pre-launch registration system that allows prospective users to register their interest in the Platform.

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2. ELIGIBILITY AND ACCOUNT CREATION

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2.1 Eligibility Requirements

To participate in the Program, you represent and warrant that: (a) Age and Capacity: You are at least eighteen (18) years of age and have the full right, power, capacity and authority to enter into and perform your obligations under these Terms; (b) Legal Standing: You are not a Prohibited Person and will not use the Program if the laws of your country, or any other Applicable Law, prohibit you from doing so in accordance with these Terms; (c) Compliance: Your participation in the Program will not violate any and all laws, rules, regulations, ordinances, directives, acts, or requirements of any applicable jurisdiction; (d) Accuracy: All information you provide to us is truthful, accurate, current, and complete, and you agree to maintain and update such information to keep it truthful, accurate, current, and complete; (e) Single Account: You will maintain only one Account and will not create additional Accounts or share your account with others; (f) No Prohibited Activities: You will not use the Program for any illegal activity or to violate any Applicable Law.

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2.2 Prohibited Jurisdictions

The Program is not available to residents of certain jurisdictions. You may not participate in the Program if you are located in, organized in, or a resident of: (a) Any jurisdiction where the Program would be illegal or require registration, licensing, or authorization that we have not obtained; (b) Any jurisdiction listed in the definition of Prohibited Persons above; (c) Bermuda (unless specifically authorized by us in writing).

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2.3 Account Creation and Verification

(a) Registration: To create an Account, you must provide accurate and complete information as requested in our registration process. (b) Identity Verification: We may require you to complete identity verification procedures, including providing government-issued identification documents and other information as we may reasonably request. (c) Enhanced Due Diligence: We reserve the right to require enhanced due diligence procedures for any user, including additional documentation and information. (d) Ongoing Monitoring: We may monitor your Account and activities for compliance with these Terms and Applicable Law.

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3. THE WAITLIST AND REFERRAL PROGRAM

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3.1 Waitlist Participation

(a) Purpose: The Waitlist allows you to register your interest in accessing the Platform when it becomes available. (b) No Guarantee: Participation in the Waitlist does not guarantee access to the Platform or any particular position in any launch queue. (c) No Financial Services: The Waitlist does not involve the provision of any financial services, investment advice, or custody of assets. (d) Discretionary Access: We reserve the right to grant or deny access to the Platform in our sole discretion, subject to Applicable Law.

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3.2 Referral Program Mechanics

Upon joining the Waitlist, you may participate in our referral program by: (a) Sharing Referral Links: Using your unique referral link to invite others to join the Waitlist; (b) Profile Enhancement: Uploading a profile picture to your Account; (c) Identity Verification: Completing our KYC verification process; (d) Security Setup: Enabling two-factor authentication (2FA) on your Account.

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3.3 Referral Program Rules

(a) Legitimate Referrals: All referrals must be legitimate and made to real persons who are eligible to participate in the Program. (b) No Self-Referrals: You may not refer yourself or create multiple Accounts to generate referrals. (c) No Spam: You may not send unsolicited communications or engage in spamming activities. (d) Compliance: All referral activities must comply with Applicable Law, including anti-spam and privacy laws. (e) Modification: We reserve the right to modify, suspend, or terminate the referral program at any time without notice.

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4. PROHIBITED ACTIVITIES

You agree that you will not use the Program to: (a) Violate Laws: Violate any Applicable Law, including but not limited to anti-money laundering, counter-terrorist financing, privacy, data protection, consumer protection, or market manipulation laws; (b) Infringe Rights: Infringe or violate the intellectual property rights or any other rights of third parties; (c) Engage in Fraud: Engage in any fraudulent, deceptive, or manipulative activities; (d) Harm Systems: Interfere with, disrupt, negatively affect, or inhibit other users from enjoying the Program, or damage, disable, overburden, or impair the functioning of the Program; (e) Unauthorized Access: Attempt to circumvent any content-filtering techniques we employ, or attempt to access areas or features of the Program that you are not authorized to access; (f) Reverse Engineer: Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Program; (g) Create Multiple Accounts: Create or maintain more than one Account; (h) Use Automated Systems: Use any robot, spider, crawler, scraper, or other automated means or interface to access the Program or extract data; (i) Market Manipulation: Engage in any activity that could manipulate or artificially affect the referral program or Waitlist positions.

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5. PRIVACY AND DATA PROTECTION

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5.1 Privacy Policy

Your privacy is important to us. Our collection, use, and disclosure of your personal information is governed by our Privacy Policy, which is incorporated by reference into these Terms. By participating in the Program, you consent to the collection, use, and disclosure of your personal information in accordance with our Privacy Policy. By creating an Account, you consent to receive electronic communications from us, including: (a) Transactional communications related to your Account and the Program; (b) Informational communications about our services, industry developments, and educational content; (c) Legal notices and updates to these Terms or other policies. You may opt out of informational communications as described in our Communications Policy, but you cannot opt out of transactional communications.

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6. INTELLECTUAL PROPERTY

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6.1 Our Rights

The Program and all materials therein, including but not limited to software, images, text, graphics, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, and music (the “QFEX Content”), are owned by or licensed to us and are protected by copyright, trademark.

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6.2 Limited License

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Program for your personal, non-commercial use only.

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6.3 Restrictions

You may not: (a) Copy, modify, distribute, sell, or lease any part of the Program or QFEX Content; (b) Reverse engineer or attempt to extract the source code of the Program; (c) Use the Program or QFEX Content for any commercial purpose without our express written consent.

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7. DISCLAIMERS AND LIMITATION OF LIABILITY

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7.1 No Warranties

THE PROGRAM IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE PROGRAM WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

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7.2 No Investment Advice

WE DO NOT PROVIDE INVESTMENT, LEGAL, TAX, OR FINANCIAL ADVICE. ANY INFORMATION PROVIDED THROUGH THE PROGRAM IS FOR INFORMATIONAL PURPOSES ONLY AND SHOULD NOT BE CONSTRUED AS INVESTMENT, LEGAL, TAX, OR FINANCIAL ADVICE.

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7.3 Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL QFEX, ITS AFFILIATES, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR REPRESENTATIVES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO YOUR PARTICIPATION IN THE PROGRAM, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

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7.4 Cap on Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE PROGRAM SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100).

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8. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless QFEX, its Affiliates, and their respective officers, directors, employees, agents, and representatives from and against any and all claims, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to: (a) Your breach of these Terms; (b) Your violation of any Applicable Law; (c) Your violation of any rights of third parties; (d) Your use of the Program.

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9. TERMINATION

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9.1 Termination by You

You may terminate your participation in the Program at any time by deleting your Account through the Program interface or by contacting us.

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9.2 Termination by Us

We may terminate or suspend your Account and participation in the Program immediately, without prior notice or liability, for any reason, including but not limited to: (a) Breach of these Terms; (b) Violation of Applicable Law; (c) Fraudulent, abusive, or illegal activity; (d) Extended periods of inactivity; (e) Our decision to discontinue the Program.

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9.3 Effect of Termination

Upon termination: (a) Your right to participate in the Program will cease immediately; (b) We may delete your Account and all associated data; (c) Sections that by their nature should survive termination shall survive, including but not limited to intellectual property, disclaimers, limitation of liability, indemnification, and governing law provisions.

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10. DISPUTE RESOLUTION

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10.1 Governing Law

These Terms and any dispute or claim arising out of or in connection with them shall be governed by and construed in accordance with the laws of Bermuda, without regard to conflict of law principles.

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10.2 Arbitration

Any dispute, controversy, or claim arising out of or relating to these Terms, or the breach, termination, or invalidity thereof, shall be settled by binding arbitration in accordance with the Bermuda International Conciliation and Arbitration Act 1993. The arbitration shall be conducted by a single arbitrator appointed in accordance with the rules of the Bermuda International Conciliation and Arbitration Centre. The seat of the arbitration shall be Hamilton, Bermuda. The language of the arbitration shall be English.

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10.3 Class Action Waiver

YOU AGREE THAT ANY ARBITRATION OR PROCEEDING SHALL BE LIMITED TO THE DISPUTE BETWEEN US AND YOU INDIVIDUALLY. TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AGREE THAT (A) NO ARBITRATION OR PROCEEDING SHALL BE JOINED WITH ANY OTHER; (B) THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE ARBITRATED OR RESOLVED ON A CLASS-ACTION BASIS OR TO UTILIZE CLASS ACTION PROCEDURES; AND (C) THERE IS NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE BROUGHT IN A PURPORTED REPRESENTATIVE CAPACITY ON BEHALF OF THE GENERAL PUBLIC OR ANY OTHER PERSONS.

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11. GENERAL PROVISIONS

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11.1 Entire Agreement

These Terms, together with our Privacy Policy, Cookie Policy, and other policies referenced herein, constitute the entire agreement between you and us regarding the Program and supersede all prior agreements, understandings, and representations.

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11.2 Amendment

We may amend these Terms from time to time by posting the amended Terms on our website. Material changes will be effective thirty (30) days after posting, unless we specify a different effective date. Your continued participation in the Program after the effective date constitutes acceptance of the amended Terms.

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11.3 Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect, and the invalid, illegal, or unenforceable provision shall be deemed modified to the minimum extent necessary to make it valid, legal, and enforceable.

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11.4 No Waiver

No failure or delay by us in exercising any right or remedy under these Terms shall operate as a waiver of that right or remedy, nor shall any single or partial exercise preclude any other or further exercise.

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11.5 Assignment

You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign or transfer our rights and obligations under these Terms without restriction, including in connection with a merger, acquisition, or sale of assets.

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11.6 Force Majeure

We shall not be liable for any failure or delay in performance under these Terms due to causes beyond our reasonable control, including but not limited to acts of God, war, terrorism, epidemics, government actions, or technical failures.

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11.7 Relationship

Nothing in these Terms creates any agency, partnership, joint venture, or employment relationship between you and us.

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11.8 Contact Information

If you have any questions about these Terms, please contact us at: Email: legal@qfex.com
Last Updated: September 4, 2025