Client Agreement

Introduction

This Client Agreement ("Agreement") governs your use of services provided by WEB3EXCHANGE FZCO (referred to as "WEB3EX," "the Company," "We," "Us," or "our"). WEB3EX operates under the trading name "OEX," and our official website is https://oex.ae. This Agreement outlines the rights, obligations, and responsibilities of both parties. By registering for a WEB3EX account (or an account with OEX) or using any of our services (the "Services"), you ("User," "you," or "Customer" "Client") acknowledge and accept the terms herein. All clients are required to read and accept these terms before engaging in any VA Exchange Services and Broker-Dealer Services activities.

1.1 Duties and responsibilities

WEB3EX is committed to acting honestly, fairly, and in the best interests of clients and market integrity. Our duties and responsibilities include:

Users are responsible for ensuring compliance with all applicable laws related to their use of Virtual Assets.

1.2 Client Obligations

You agree to:

Failure to comply may result in service termination.

1.3 Acceptance and Changes

Prior to providing any services, WEB3EX requires your valid acceptance of this Agreement, in compliance with applicable laws. A copy of the accepted Agreement will be sent to your registered email. The Company acknowledges that if it reserves the right to modify a service, any part of a service, or a VA Activity under any Client Agreement, this right must be clearly and explicitly stated in the terms of the Client Agreement.

1.4. Company and Group Overview

WEB3EXCHANGE FZCO ("WEB3EX," "the Company," "We," "Us," or "our"), a company registered in the United Arab Emirates under FZCO (Dubai Multi Commodities Centre) authority, licensed and regulated by the Dubai Virtual Assets Regulatory Authority (VARA) under license number [Insert License Number when received], with its registered address at Unit No: UT-12-CO-97, DMCC Business Centre, Level No 12, Uptown Tower, Dubai, UAE. WEB3EX operates a digital platform facilitating trading in Virtual Assets and provides VA Exchange Services and VA Broker-Dealer Services. WEB3EX is a standalone entity with no parent company. WEB3EX operates under the trading name "OEX," and our official website is https://oex.ae.

The Client (hereinafter referred to as "User," "You," "Your," or "Customer"), an individual or entity whose identity, full legal name, residential address, and other contact and identification details are provided and verified during the mandatory Account registration and Know Your Customer (KYC) process. These details, as provided by you and held by WEB3EX, form an integral part of this Agreement by reference. You warrant that all information provided during your Account registration is, and will be kept, accurate, complete, and up-to-date.

2. Changes to This Agreement

2.1 Notice Period for Amendments

WEB3EX is committed to providing its Clients with clear and transparent communication regarding any changes to this Agreement. Therefore:

Notification of changes will be delivered through one or more of the following methods, at WEB3EX’s discretion:

2.2 Reservation of Rights to Modify Services

WEB3EX reserves the right to modify, suspend, or discontinue certain services, at its sole discretion. If this right is exercised:

2.3 Governing Laws and Regulatory Compliance

All changes to this Agreement will be implemented in compliance with applicable laws and regulatory requirements. WEB3EX ensures that all Client Agreements adhere to applicable laws, including but not limited to consumer protection regulations, while also meeting the overarching obligation to act with honesty, fairness, and in the best interests of their clients, as well as upholding the integrity of the market. This shall be governed by the laws of the UAE, specifically the common law regime available under the relevant freezone of DIFC or ADGM and disputes shall be resolved through arbitration in accordance with the regulations of that freezone and under common law.

3. Understanding and Acknowledgment of Risk

Engaging with Virtual Assets involves inherent financial risks, including the potential for substantial losses in value when buying, selling, holding, or investing in these assets. The Information and Risk Disclosure Statement provides a comprehensive overview of the primary risks associated with both Virtual Assets and the Services offered by WEB3EX. By utilizing WEB3EX’s Services, you confirm that you have thoroughly read, understood, and accepted the risk warnings outlined in the Company’s Information and Risk Disclosure Statement.

We strongly recommend seeking advice from a qualified financial advisor, legal counsel, or tax professional to assess how these risks may apply to your individual financial circumstances. It is essential to carefully evaluate whether trading or holding Virtual Assets aligns with your risk tolerance and investment goals.

When participating in any transaction involving Virtual Assets on the WEB3EX platform, you acknowledge and accept full responsibility for conducting your own independent analysis and due diligence. This includes evaluating the nature of the transaction, the specific Virtual Asset involved, and the associated risks. You further affirm that you have the necessary knowledge, market experience, professional guidance, and expertise to assess the advantages and potential drawbacks of any transaction or investment decision made through WEB3EX’s platform or related to any underlying Virtual Asset.

4. Account Registration with WEB3EX

To access the Services provided by WEB3EX, you must first create a registered WEB3EX account (referred to as an "Account"). Completing the registration process includes undergoing mandatory verification procedures before gaining full access to the Services.

By registering for or using an Account, you confirm the following:

As the Account holder, you bear full responsibility for all actions and transactions conducted through your Account.

WEB3EX retains the right, at its sole discretion, to:

Please note that access to certain features of the Services may be restricted based on your geographic location, regulatory requirements, or other eligibility criteria.

5. Responsibility and Risk of Virtual Assets

In situations where any Virtual Assets are no longer under the control of WEB3EX during the provision of any Virtual Asset activities, we will promptly notify you. This notification will clearly identify the responsible party or parties, including a detailed description of the entities involved and their respective locations.

You acknowledge and agree that neither your Virtual Assets nor your Client Money are benefit from any form of deposit. This means that your assets are not insured or guaranteed against any potential loss.

5.1 Control and Custody of Virtual Assets

5.1.1 WEB3EX Custody:

During the provision of Virtual Asset Services, any Virtual Assets held within WEB3EX wallets or WEB3EX custodial accounts shall remain under the control and security framework of WEB3EX. These assets are stored either in:

5.1.2 Transfer of Control and Cessation of WEB3EX's Direct Liability for Virtual Assets

WEB3EX’s direct control over, and primary liability for safeguarding, your Virtual Assets ceases under the following specific circumstances. In each case, WEB3EX will provide you with prior notification or confirmation of the transfer of control as appropriate and permissible.

Event: When you successfully initiate a withdrawal of Virtual Assets from your WEB3EX Account to an external Virtual Asset wallet address or a third-party custodian/VASP that you designate.

Cessation of WEB3EX Control: Control and primary liability for the withdrawn Virtual Assets transfer from WEB3EX to you (or your designated recipient/custodian) upon the verifiable confirmation of the transaction's successful broadcast and inclusion on the relevant blockchain network.

Liable Entity & Location: Post-transfer, you or the entity controlling the designated external wallet/custodian (whose location is determined by you or that entity) become solely responsible for the security and management of those Virtual Assets. WEB3EX is not responsible for any losses incurred after the Virtual Assets have been successfully transferred out of its (or its appointed custodian's) control according to your instructions.

Event: When WEB3EX, acting upon your explicit and verified instructions, transfers your Virtual Assets from your WEB3EX Account to an external third-party entity, such as another broker, a liquidity provider, or an Over-The-Counter (OTC) trading counterparty.

Cessation of WEB3EX Control: Control and primary liability transfer from WEB3EX upon the successful and verifiable completion of the transfer to the third party as per your instructions.

Liable Entity & Location: The designated third-party entity (e.g., the external broker located at [their jurisdiction if known/generic statement such as 'their respective operational jurisdiction']) becomes liable for the Virtual Assets. WEB3EX is not liable for the actions, omissions, or security practices of such third parties.

Event: When WEB3EX is compelled by a legally binding order or directive from a competent regulatory authority (such as VARA), law enforcement agency, or other governmental body with jurisdiction to freeze, restrict, or transfer your Virtual Assets.

Cessation of WEB3EX Control (or shared control): Control may be transferred to the relevant authority or a party designated by them, or WEB3EX may be required to act under their direction. WEB3EX will, to the extent legally permissible, notify you of such actions.

Liable Entity & Location: The relevant competent authority or their designated appointee will determine liability and location of the assets thereafter. WEB3EX's liability will be governed by the terms of the legal order and applicable law.

5.1.3 Continuing Liability of WEB3EX:

WEB3EX remains responsible for the safeguarding of your Virtual Assets at all times while they are held within WEB3EX-managed wallets or with our appointed custodian, Hex Trust MENA FZE, located in Dubai, UAE, subject to the terms of this Agreement and any force majeure events. Our liability for any loss of Virtual Assets under our control is outlined in Section 5.2 (Liability for Virtual Assets) and Section 9 (Risk of Loss and Mitigation Measures). WEB3EX is not responsible for losses arising from the inherent volatility of Virtual Assets or from unauthorized access due to your compromised credentials, unless such loss is a direct result of WEB3EX's gross negligence, willful default, or fraud.

Upon the execution of any of the above events, WEB3EX shall have no further responsibility for the security, availability, or recoverability of the Virtual Assets.

5.2. Liability for Virtual Assets

5.2.1 WEB3EX’s Liability:

5.2.2 Custodian Details:

5.2.3 Client Acknowledgement:

By agreeing to this Client Agreement, the Client explicitly acknowledges that:

6. Personal Data Usage

By registering for an Account or as requested by WEB3EX, you agree to provide personal information necessary for identity verification, service delivery, and compliance with regulations aimed at preventing financial crimes, including money laundering, terrorist financing, fraud, and market abuse. The required information includes, but is not limited to:

6.1 Information Accuracy and Updates

You are responsible for ensuring that all information provided is complete, accurate, truthful, and up-to-date. You agree to promptly update any changes to your personal or financial information.

WEB3EX may request additional information about you, including:

Enhanced Due Diligence (EDD) measures may be conducted as part of ongoing compliance procedures.

6.2 Service Access and Information Use

Your access to WEB3EX’s Services and any associated limitations or restrictions may be adjusted based on the information collected.

By using the Services, you consent to WEB3EX collecting, processing, and storing your personal data in accordance with applicable data protection and privacy laws. If you choose to withdraw your consent, you may do so by closing your Account. However, WEB3EX may retain and process your information as required to meet legal and regulatory obligations.

6.3 Identity Verification and Information Sharing

By providing your information, you:

WEB3EX may share your personal information with credit reference agencies, fraud prevention organizations, or financial crime authorities as part of its compliance framework. Additionally, WEB3EX reserves the right to monitor, review, retain, and disclose your information to fulfill legal and regulatory requirements.

7. Services

7.1 Service Overview

WEB3EX is an online exchange where users can trade cryptocurrencies. We support hundreds of the most commonly traded cryptocurrencies and provide a crypto wallet for traders to store their electronic funds. Our exchange has supporting services for users to earn interest or transact using cryptocurrencies.

1. Exchange Services

WEB3EX offers a robust online platform enabling users to engage in various cryptocurrency-related activities:

2. Broker-Dealer Services

In addition to exchange services, WEB3EX provides specialized broker-dealer services tailored to meet the needs of various clients:

3. Additional Features

7.2 Fee Structure

WEB3EX charges fees for the various services it provides. A detailed and comprehensive schedule of all applicable fees, including but not limited to trading fees (including how they are calculated, e.g., percentage of transaction value, maker/taker model details if applicable), and withdrawal fees (including how dynamic fees are determined and any minimums/maximums) is published as our "Fee Schedule" on the official WEB3EX website (www.oex.ae/fees) not online yet]).

The Fee Schedule forms an integral part of this Agreement. Key categories of fees include:

Deposit Fees: Information regarding fees for depositing Virtual Assets or Fiat Currency (if applicable) is detailed in our Fee Schedule. (Currently, WEB3EX does not charge deposit fees for Virtual Asset deposits).

Trading Fees: Fees are charged for executing trades on the WEB3EX platform. Each trade carries a standard fee of 0.1% for all users. (if applicable: any specific fee rates and structure are outlined in our Fee Schedule.)

Withdrawal Fees: Fees are applicable for withdrawing Virtual Assets or Fiat Currency (if applicable) from your Account. These fees may be dynamic (e.g., to cover blockchain network transaction costs) or fixed, as specified in the Fee Schedule.

Other Fees(if applicable): Any other fees for specialized services or account activities will be clearly listed in our Fee Schedule.

By using the Services, you agree to pay all applicable fees as specified in the Fee Schedule. WEB3EX reserves the right to modify its Fee Schedule. Any changes to the fees will be communicated to you in accordance with Section 2.1 (Notice Period for Amendments) of this Agreement, and the updated Fee Schedule will be published on our website. It is your responsibility to review the Fee Schedule periodically.

7.3 Supported Virtual Assets

Regarding the list of supported Virtual Assets (Rule II.B.2.a), the live and up-to-date list will be published on our official website (www.oex.ae) prior to the commencement of operations and will be maintained there as required. We acknowledge the website is currently under development as part of our pre-launch phase.

7.4 Service Availability and Limitations

WEB3EX does not guarantee uninterrupted or error-free access to your Account or its Services. Access is provided on an "as-is" basis without any warranties. You may experience delays, disruptions, or interruptions due to scheduled maintenance, emergency repairs, or unforeseen technical issues.

Service availability may also be restricted based on:

If you travel to or reside in a Restricted Location, access to your Account and certain features may be blocked, impacting your ability to trade or monitor your portfolio.

7.5 Utilization of Third-Party Service Providers

To provide comprehensive and efficient Services, WEB3EX engages carefully selected third-party service providers for specific functions necessary for the delivery of Services under this Agreement. WEB3EX remains responsible to you for the Services provided, including those portions outsourced to third parties, in accordance with applicable VARA Rules.

Key third-party service providers and the services they perform include:

Custodial Services: For the enhanced security and safekeeping of a significant portion of Client Virtual Assets, particularly those held in cold storage, WEB3EX utilizes Hex Trust MENA FZE, which is a VARA-regulated custodial service provider located in Dubai, UAE. Their services include secure storage solutions, management of private keys, and transaction processing for assets under their custody.

Identity Verification (KYC/AML): WEB3EX may use specialized third-party providers such as Sumsub and Chainalysis for transaction monitoring to perform identity verification, anti-money laundering (AML) screening, and transaction monitoring services to comply with regulatory obligations. These providers assist in verifying client identities, screening against sanctions lists, and monitoring for suspicious activities.

Payment Processing (Fiat On/Off Ramps, if applicable): For processing Fiat Currency deposits and withdrawals, WEB3EX may partner with Neu Fintek Limited and Web3exchange Limited. They facilitate the secure transfer of Fiat Currency to and from Client bank accounts.

Cloud Infrastructure & Hosting: WEB3EX utilizes Amazon Web Services (AWS) for secure and resilient hosting of its platform and data. These providers offer robust infrastructure and security measures.

WEB3EX ensures that all third-party providers are selected following due diligence and are contractually bound to maintain confidentiality and security standards in line with WEB3EX’s obligations and applicable regulations.

8. Response to Changes in Supported Virtual Assets

WEB3EX may encounter scenarios involving newly created Virtual Assets (e.g., "airdrops") or modifications affecting previously supported assets (e.g., "forks" or other changes impacting support).

8.1 Assessment of Impact

8.2 Client Communication

WEB3EX is committed to proactive and transparent communication:

9. Risk of Loss and Mitigation Measures

Engaging in Virtual Asset activities and utilizing the Services provided by WEB3EX involves inherent and significant risks, including the potential for substantial or total loss of value. By proceeding with the use of WEB3EX’s Services, you acknowledge, understand, and expressly accept these risks. This section outlines key risks, with a particular focus on those arising from potential failures of services and custody, and details the mitigation measures WEB3EX has implemented.

9.1 Risks Associated with Virtual Assets and WEB3EX Services

You understand and accept the following risks, including but not limited to:

(a) Market Volatility: The value of Virtual Assets can be extremely volatile and may decrease rapidly and significantly.

(b) Liquidity Risk: Certain Virtual Assets may have limited liquidity, impacting your ability to trade them at desired prices or times.

(c) Failure of Services (Technical & Operational Risks):

Platform Unavailability: WEB3EX’s platform, including access to your Account, trading functionalities, and withdrawal capabilities, may experience disruptions due to technical failures, system overload, software errors, hardware malfunctions, cyberattacks, or scheduled/unscheduled maintenance. Such disruptions could prevent or delay your ability to conduct transactions or manage your Virtual Assets, potentially resulting in financial loss.

Blockchain Network Failures: The underlying blockchain networks for the Virtual Assets transacted on our platform are decentralized and not controlled by WEB3EX. These networks can experience failures, forks, 51% attacks, high congestion, or other operational issues that may delay or prevent the processing and settlement of your transactions, or adversely affect the value, security, and accessibility of your Virtual Assets.

Third-Party Service Provider Failures: WEB3EX relies on various third-party service providers for aspects of its operations (e.g., data feeds, network connectivity, identity verification). A failure or disruption in the services provided by these third parties could negatively impact the availability or functionality of WEB3EX’s Services.

Data Integrity Issues: Technical failures could potentially lead to errors in transaction processing, account balance displays, or other data, requiring reconciliation and correction, which may cause delays or temporary discrepancies.

(d) Custody and Security Risks:

Risk of Loss from Custody Services: WEB3EX utilizes Hex Trust MENA FZE, a VARA-licensed custodial service provider, for the secure storage of a significant portion of Client Virtual Assets. While WEB3EX undertakes due diligence in selecting and overseeing its custodian, and the custodian employs its own security measures, risks remain. These include the potential for loss of your Virtual Assets due to the custodian’s insolvency, operational failure, technical failure, security breaches (e.g., hacking of the custodian’s systems), negligence, fraud, or other unforeseen events affecting the custodian.

Loss or Compromise of Private Keys: The security of Virtual Assets is fundamentally dependent on the safeguarding of private cryptographic keys. Loss, theft, or compromise of private keys held by WEB3EX or its appointed custodian could lead to the irreversible loss of your Virtual Assets.

Cybersecurity Breaches: WEB3EX’s platform or its custodian's systems could be targeted by cyberattacks (e.g., hacking, malware, denial-of-service attacks) aimed at stealing Virtual Assets or compromising system integrity, potentially leading to loss of Client Virtual Assets or personal data.

Client Account Compromise: Unauthorized access to your Account resulting from your failure to secure your login credentials (password, multi-factor authentication codes), phishing attacks, or malware on your personal devices can lead to the loss of your Virtual Assets.

(e) Irreversibility and Transaction Errors: Virtual Asset transactions are often irreversible. Once confirmed on the blockchain, they typically cannot be cancelled or reversed. Erroneous transactions made by you (e.g., sending assets to an incorrect address) may result in the permanent loss of those assets.

(f) Regulatory Uncertainty: The regulatory treatment of Virtual Assets is evolving. Changes in laws or regulations may impact WEB3EX’s operations, your ability to use the Services, or the value and status of your Virtual Assets.

(g) No Deposit Insurance: Virtual Assets held in your WEB3EX Account are not covered by any government-backed deposit insurance schemes.

9.2 WEB3EX’s Measures to Mitigate Risk of Loss

WEB3EX has implemented a comprehensive framework of controls, security measures, and operational procedures designed to mitigate the risks outlined above, including those related to service failures and the custody of Client Virtual Assets. These measures are subject to ongoing review and enhancement. You acknowledge that while these measures are designed to reduce risk, they cannot eliminate all risks entirely.

9.2.1 Security Protocols and Technological Safeguards:

Secure Infrastructure: Implementation of robust and resilient IT infrastructure with security best practices, including network segmentation, firewalls, and intrusion detection/prevention systems.

Encryption: Use of strong encryption techniques for data in transit and at rest, including sensitive client information and private key components.

Multi-Factor Authentication (MFA): Enforcement of MFA for client accounts and for all internal administrative access to critical systems.

Access Controls: Strict role-based access control policies and privileged access management for WEB3EX personnel to ensure that access to systems and data is limited to authorized individuals based on the principle of least privilege.

Regular Security Assessments: Conducting periodic internal and independent third-party vulnerability assessments, penetration testing, and security audits of our platform, applications, and smart contracts (where applicable).

Patch Management: A rigorous patch management process to promptly address identified software vulnerabilities.

Incident Response Plan: A documented incident response plan to effectively manage and remediate security incidents, including data breaches or cyberattacks.

9.2.2 Custody Arrangements and Safeguarding of Client Virtual Assets:

Engagement of Licensed Custodian: WEB3EX has appointed Hex Trust MENA FZE, a VARA-licensed and regulated custodial service provider in Dubai, UAE, to provide secure custody services for a significant majority of Client Virtual Assets, primarily through cold storage solutions.

Cold Storage Solutions: The predominant portion of Client Virtual Assets is held in institutional-grade, geographically distributed, air-gapped cold storage wallets. These wallets utilize multi-signature (multi-party computation - MPC) technology, requiring multiple private key shares held by distinct, authorized parties to approve transactions, thereby significantly reducing the risk of unauthorized access and single points of failure.

Hot Wallet Management: A limited amount of Virtual Assets is held in WEB3EX-managed hot wallets to facilitate daily trading operations and client withdrawals. These hot wallets are subject to strict security protocols, transaction limits, continuous monitoring, and regular transfers to cold storage to minimize exposure.

Private Key Security: Implementation of robust procedures for the secure generation, storage, backup, and recovery of private keys and seed phrases, adhering to industry best practices. This includes measures to protect against both internal and external threats.

Segregation of Client Assets: Client Virtual Assets are recorded on our ledger as belonging to clients and are segregated from WEB3EX’s own corporate Virtual Assets.

Insurance Coverage: WEB3EX is in the process of finalizing comprehensive commercial crime insurance and/or specialized digital asset custody insurance (i,e, OneInfinity by OneDegree. in progress, to be confirmed). Upon binding of such coverage, WEB3EX will ensure it addresses certain risks associated with the loss of Client Virtual Assets held in custody. WEB3EX is committed to maintaining appropriate insurance coverage.

Regular Audits and Reconciliation: Conducting daily internal reconciliations of Client Virtual Asset holdings. Additionally, WEB3EX will arrange for periodic independent third-party audits to verify the existence and secure custody of Client Virtual Assets and the effectiveness of its internal controls and security measures.

Due Diligence on Custodian: WEB3EX conducts ongoing due diligence on Hex Trust MENA FZE, including reviews of their security practices, regulatory compliance, and financial stability.

9.2.3 Operational Resilience and Business Continuity (Mitigating Service Failures):

System Redundancy: Implementation of redundant critical system components and data replication across secure, geographically diverse locations to ensure high availability and fault tolerance.

Business Continuity and Disaster Recovery (BCDR) Plan: A comprehensive BCDR plan is in place and regularly tested. This plan outlines procedures for responding to, and recovering from, significant operational disruptions (including technical failures, natural disasters, or cyberattacks) to minimize downtime and restore services within defined recovery time objectives (RTOs) and recovery point objectives (RPOs).

Capacity Planning and Monitoring: Continuous monitoring of system performance and capacity to anticipate and manage peak loads, thereby reducing the risk of service degradation or unavailability.

Change Management: A formal change management process is followed for all system modifications to ensure that changes are tested, approved, and deployed in a controlled manner to minimize the risk of introducing errors or service disruptions.

Data Backup and Recovery: Regular, secure backups of critical data, including transaction records and client account information, with tested procedures for data recovery.

9.2.4 Client Awareness, Education, and Support:

Risk Disclosures: Providing clear, prominent, and comprehensive risk disclosures (including this Agreement and the separate Information and Risk Disclosure Statement) regarding the use of our Services and the risks of Virtual Assets.

Security Best Practices: Educating clients on best practices for securing their own accounts, such as using strong, unique passwords, enabling MFA, and being vigilant against phishing and social engineering attempts.

Customer Support: Maintaining a dedicated customer support team to assist clients with inquiries, technical issues, or security concerns related to their accounts or the WEB3EX platform.

Transparent Communication: Committing to timely and transparent communication with clients regarding any significant service disruptions, security incidents affecting client accounts or assets (to the extent legally permissible), or material changes to our Services or supported Virtual Assets.

9.3 Client’s Responsibility

While WEB3EX implements the measures described above, you remain responsible for safeguarding your Account credentials, regularly monitoring your Account activity, and promptly reporting any suspicious activity or unauthorized access to WEB3EX. You are also responsible for understanding the nature of the Virtual Assets you trade and the inherent risks involved.

10. Confidentiality Obligations

10.1 Duty of Confidentiality

You agree to maintain the confidentiality of all information and documents provided by WEB3EX before, during, or after the term of the User Agreement. This obligation applies regardless of whether the information was shared orally, in writing, electronically, or by other means.

Confidential Information includes, but is not limited to:

You may use confidential information only to the extent necessary to utilize the Services as outlined in the User Agreement.

10.2 Exceptions to Confidentiality

Your confidentiality obligations do not apply to information that:

In cases where disclosure is required by law or regulation, you must:

10.3 Ownership and Return of Confidential Information

All confidential information remains the property of WEB3EX. You are prohibited from copying or reproducing it without prior written consent. Upon request, you must promptly return or securely destroy all materials containing Confidential Information and certify compliance, if requested.

11. Information Accuracy and Third-Party Content

In order to provide you with comprehensive and efficient services, WEB3EX partners with various third-party service providers and entities within the WEB3EX Group. These third parties play an essential role in ensuring the seamless operation and high-quality delivery of services.

11.1 Accuracy of Information

WEB3EX endeavors to provide accurate, reliable, and up-to-date information on its Website. However, there is no guarantee that the information will always be free from errors, omissions, or outdated content. You are responsible for independently verifying and evaluating the information before making decisions or taking action based on it.

11.2 Third-Party Content

The Website may contain links to third-party websites, applications, events, or other external resources (“Third-Party Content”). These links are provided solely for your convenience and do not imply an endorsement or recommendation of any products, services, or content offered by the third parties.

WEB3EX makes no representations or warranties regarding:

WEB3EX assumes no responsibility for any actions or decisions made based on information found on its Website or through Third-Party Content.

11.3 Limitation of Liability

WEB3EX has no control over and disclaims liability for:

Any losses, damages, or consequences resulting from the use of Third-Party Content or reliance on Website information are borne solely by you.

12. Taxes

You have access to your transaction history through your Account, which may assist you with tax filings and payments. However, it is solely your responsibility to:

WEB3EX does not assume any responsibility for:

We encourage you to consult a qualified tax professional to ensure compliance with relevant tax obligations.

13. Privacy Policy

Protecting your personal information is a priority for WEB3EX. Our Data Privacy Policy explains how we collect, store, use, and protect your personal data. We strongly recommend reviewing the policy carefully to understand how your information is handled and your rights regarding privacy and data protection.

14. Cookies

By accessing and using the Website, you consent to the use of cookies.

Cookies enhance your experience by:

Cookies help us deliver a seamless and personalized experience. You may manage your cookie preferences through your browser settings, but this may impact the availability or functionality of certain features.

15. Termination of User Agreement

15.1 Termination by User

You may terminate the User Agreement at any time, for any reason, by providing at least 7 Business Days' notice via email to support@3ex.com. The notice must include:

15.2 Termination by WEB3EX

WEB3EX reserves the right to terminate the User Agreement under the following circumstances:

False or Misleading Information: If any of the information you have provided is found to be materially inaccurate or deceptive.

Regulatory Compliance: If WEB3EX is required to comply with applicable laws, regulations, or other legal obligations.

Material Breach: If you commit a material breach of any term in the User Agreement and fail to correct the breach within [XX] calendar days after being notified.

Legal or Regulatory Risks: If you are involved in significant legal, criminal, or regulatory proceedings that pose a risk to WEB3EX.

Suspected Illegal Activity: If WEB3EX reasonably suspects your involvement in illegal activities, including financial crimes, or breaches of applicable laws, or if you operate without the necessary governmental authorization or licenses.

Changes in Law: If there are changes in applicable laws that restrict or prohibit WEB3EX from providing you access to the Platform or Services.

Court or Regulatory Directives: If WEB3EX is directed by a competent court, authority, or financial services regulator to terminate the Agreement.

Death of User: If you, as a natural person, pass away.

Abusive Behavior: If you engage in threatening, abusive, or disruptive behavior toward WEB3EX employees.

Insolvency: If you become bankrupt or are subject to similar insolvency procedures in any jurisdiction.

Force Majeure Event: If a Force Majeure event occurs, preventing WEB3EX from providing access to the Platform or Services.

Fraudulent or Unlawful Use: If you have persistently or seriously breached the User Agreement or if WEB3EX has reason to believe you are using or intending to use the Platform or your Account for fraudulent or unlawful purposes.

15.3 Continuing Liability

Termination of this User Agreement does not relieve you from your ongoing liability for any breach of the Agreement or for any fraudulent or negligent use of your Account prior to termination. All liabilities, including any financial obligations to WEB3EX, will remain enforceable even after termination.

16. Force Majeure

WEB3EX will not be held responsible or liable for any failure, interruption, or delay in the performance of the Services or its obligations under the User Agreement due to circumstances that are beyond our reasonable control. These include, but are not limited to:

Force Majeure Events, or

Events, which occur if you fail to meet your obligations under the User Agreement or applicable laws.

17. Complaint Management

If you have a complaint regarding our conduct or the quality of our service, we encourage you to contact our Customer Service team first. All complaints will be investigated promptly and resolved in a reasonable time frame. For further details on how complaints are handled, please refer to our Complaints Handling Policy, which is published on our website at www.oexs.net.

18. Record Keeping

WEB3EX maintains comprehensive records of all versions of this Agreement. Clients can request a history of changes upon written request.

19. Dispute Resolution

All links provided in the agreements will be up-to-date and will comply with the respective rules and requirements, including VARA’s Market Conduct Rulebook.

Definitions

As used throughout the User Agreement unless the context requires otherwise:

"Affiliate" means any person that directly or indirectly through one or more intermediaries controls, is controlled by, or is under common control with such party.

"Applicable Laws" means all laws, statutes, regulations, directives, proclamations, ordinances, by-laws, rules, regulatory principles and requirements, mandatory codes of conduct, writs, orders, injunctions, judgments, and any awards or other industrial instruments which are applicable to the provision, receipt, or use of the Services or any products or other deliverables provided, used, or received in connection with the Services, including all Laws of the United Arab Emirates and the Laws of your principal place of business, residence, and location of use of the Platform.

"Assets" means the Virtual Assets, Options, or Perpetual Futures Contracts and Fiat Balance held in your Account.

“Available Balance” means in relation to your Account and to the relevant sub-accounts the total amount of Assets available for transactions.

“Business Day” means any day except any Saturday, any Sunday, and any day which is a legal holiday in the United Arab Emirates (UAE).

"Dispute" means any dispute, claim, controversy, or difference arising out of or in connection with the User Agreement, including any question regarding its existence, validity, subject matter, interpretation, negotiation, termination, or enforceability, and any dispute, claim, controversy, or difference regarding any non-contractual obligations arising out of or in connection with the Services.

"Exchange" means the trading platform operated by WEB3EX through which the Services may be offered to Users to transact in Virtual Assets, Options, or Perpetual Futures Contracts with other Users.

“Fiat Balance” means the equivalent amount of funds reflected on your Account dashboard on the Platform after we receive and process the Fiat Currency that you deposit into your Account. Fiat Balance is denominated in the relevant Fiat Currency deposited and represents the deposited Fiat Currency.

"Fiat Currency" means any government-issued national currency.

“Fees” refer to transaction fees, costs, and charges published on the Platform, as amended from time to time, and payable to WEB3EX in relation to your access to and use of the Services.

“Fee Schedule” means the fee schedule displayed on the WEB3EX’s Website as may be amended from time to time.

"Force Majeure Event" means any circumstance not within a Party's reasonable control including:

“Intellectual Property (IP) Rights” refers to all (i) patents, patent applications, patent disclosures, and inventions, (ii) trademarks, service marks, trade dress, trade names, logos, and corporate names, and registrations and applications for registration thereof together with all of the goodwill associated therewith, (iii) copyrights (registered and unregistered) and copyrightable works and registrations and applications for registration thereof, (iv) mask works and registrations and applications for registration thereof, (v) computer software, data, databases, and documentation thereof, (vi) trade secrets and other confidential information (including, without limitation, ideas, formulas, compositions, inventions (whether patentable or unpatentable and whether or not reduced to practice), know-how, manufacturing and production processes and techniques, research and development information, drawings, specifications, designs, plans, proposals, technical data, financial and marketing plans and customer and supplier lists and information), (vii) other Intellectual Property rights, and (viii) copies and tangible embodiments thereof (in whatever form or medium);

"Mobile Application" means any mobile application developed or provided by WEB3EX and/or any of its Affiliates through which Users can access the Platform.

"Order" means each instruction placed by you on the Order Book to (1) purchase or sell a specified quantity of a Virtual Asset at a specified price in the Virtual Asset in which trading is denominated on the Order Book (i.e., the second Virtual Asset in a trading pair (e.g., USD in the BTC/USD trading pair)) or (2) purchase or sell a specified quantity of an Options or a Futures Contract.

"Order Book" means the central limit order book operated by WEB3EX on the Platform.

"Parties" means the parties to the User Agreement, being you and WEB3EX (or, where applicable, the Service Provider responsible for providing a Specified Service to you), and "Party" shall mean any one of the foregoing (as the context requires).

"Personnel" means the directors, officers, employees, agents, joint venturers, and contractors or subcontractors of a person.

“Platform” refers to WEB3EX's user interface providing Users with access to the Services and includes the publicly accessible Website , the trading exchange, and the API as well as any other medium for the provision of Services by WEB3EX and any online communication tool operated within the Platform for notification to clients and for management of client information.

“Privacy Policy” means our privacy policy which is published on the Platform and which may be amended from time to time.

“Regulatory Authority” means the Virtual Asset Regulatory Authority (VARA) and any other competent authority of the UAE, including any tax authority.

“Related party”- WEB3EX, its Affiliates and service providers and, in each case, their Personnel.

“Restricted Location” refers to where access to the Platform or the use of the Services may be restricted by WEB3EX or prohibited, such as but not limited to: (a) the US; (b) the Chinese Mainland and Chinese Macau Special Administrative Region; (c) any country or jurisdiction which may be subject to economic sanctions under Applicable Laws or the laws, regulations, or rules of the US; (d) any other country or jurisdiction where the Applicable Laws prevent us from having a business relationship with, or from providing the Services to, persons located, domiciled, holding assets in, or in any way linked to such countries or jurisdictions; (e) the countries or regions listed by the Financial Action Task Force as “High-Risk Jurisdictions subject to a Call for Action” or as “Other monitored jurisdictions” (other than the United Arab Emirates) as published and amended from time to time; and (f) any other country or jurisdiction which we, in our sole discretion, deem to be a Restricted Location, and which we may publish on our Website or notify you from time to time.

"Service Provider" means the entity specified in a Service Schedule as responsible for providing the Specified Service referred to in that Service Schedule(s) or providing a third-party service.

"Supported Virtual Asset" means only those particular Virtual Assets which are listed and available to be traded on the Platform as set forth on Exhibit A attached hereto and also available at [Website].

"Transaction" or "Trade" means each transaction or trade carried out (or to be carried out) via the Platform relating to buying, selling, exchanging, holding, depositing, withdrawing, or otherwise transacting in a Virtual Asset, Options, or Futures Contract.

"User" means a user of the Services, including you.

"Virtual Assets" means BTC, ETH, and any other Virtual Asset, cryptocurrency, virtual currency, token, leveraged token, stablecoin, tokenized stock, volatility token, tokenized futures contract, tokenized option, or other tokenized derivatives product that is supported by and made available from time to time to transact in using the Platform.