Koshayojan Services DMCC

STOEX Exchange and Broker Dealer Services

Terms and Conditions of Use

Last Updated: January 2026

This 'STOEX Exchange and Broker Dealer Services Terms and Conditions of Use', contains terms and conditions ("Terms") that constitute a legally binding agreement by and between Koshayojan Services DMCC, a company duly incorporated under the Dubai Multi Commodities Centre (DMCC) Free Trade Zone OF United Arab of Emirates "Company "or "we") and each end user (which includes a visitor/surfer) ("You", "you" or "user") of the Real World Asset Tokenisation Exchange of the Company ("STOEX Exchange") available at stoex.io or such other URL ("Site") as may be designated by the Company from time to time.

"STOEX Assets" in these Exchange Terms means a token or similar digital item implemented on the polygon Blockchain which uses Smart contracts to link to or otherwise be associated with certain real-world asset(s).

THESE EXCHANGE TERMS CONSTITUTE A LEGAL AGREEMENT BETWEEN YOU AND THE COMPANY

BY SUBMITTING A REQUEST TO INVEST, PURCHASE, BID ON, SELL, DISPLAY, LEASE, LICENSE, VIEW, ACCESS ANY STOEX ASSSET ON OUR STOEX EXCHANGE, YOU ARE DEEMED TO HAVE READ, ACCEPTED, EXECUTED AND AGREED TO BE BOUND BY THESE EXCHANGE TERMS AND THE OTHER TERMS INCORPORATED HEREIN BY REFERENCE. IF YOU DO NOT AGREE TO ANY PROVISION OF THIS EXCHANGE TERMS, YOU SHALL NOT USE/ACCESS THE STOEX EXCHANGE IN ANY MANNER.

1. STOEX EXCHANGE AND BROKER DEALER SERVICES

1.1

The Company operates a Virtual Assets Exchange by the name of 'STOEX Exchange' wherein the users can invest, own and possess fractionalised ownership of real-world assets such as land, buildings, plots, hospitals, malls, etc. ("STOEX Tokens") as Stoex Assets.

1.2

Such STOEX Assets may be offered directly by the Company or by other verified users, companies, etc. ("Sponsor") registered on the STOEX Exchange.

1.3

The Company's STOEX Exchange has been made available solely for the people who have registered on the STOEX Exchange as users by satisfying the eligibility criteria detailed under Clause 2 and completing the On-Boarding KYC Process ("Registered Users"). A visitor or surfer of the STOEX Exchange being an unregistered user shall also comply with all the applicable provisions of these Exchange Terms which primarily include but is not limited to the eligibility criteria detailed under Clause 2.

1.4 Broker-Dealer Services

The Company is to carry out regulated virtual asset activities under VARA, including but not limited to arranging and dealing in virtual assets, executing client orders, placing virtual assets without a firm commitment basis, and proprietary trading, in accordance with applicable VARA rules, directives, and guidelines, and to which these Terms & Conditions equally apply in anticipation of such regulatory approval (the "Broker- Dealer Services"), which encompasses:

(i) Receiving and transmitting orders on behalf of Clients;
(ii) Executing Client orders;
(iii) Placing Virtual Assets in the market;
(iv) Dealing in Virtual Assets on behalf of Clients or on own account;
(v) Acting as an intermediary for Client transactions involving Virtual Assets;
(vi) Holding or safeguarding Client Virtual Assets in connection with such transactions.

These services shall be provided in accordance with applicable client classification, suitability, execution, conduct, record-keeping, and disclosure obligations as set forth by VARA and incorporated within these Terms

1.5 Client Classification

"Client" means any user who has been duly onboarded by the Company in accordance with applicable KYC, AML, and client due diligence requirements, and for whom the Company renders any Broker-Dealer Services or Exchange Services. Clients may be categorized as:

(i) Retail Clients
(ii) Institutional Clients
(iii) Qualified Investors

as per the classification criteria under the applicable VARA shall receive rights and protections in accordance with their category.

1.6

STOEX Exchange is not a payment gateway, wallet provider, broker, financial institution or creditor. The Company has engaged certain third-party payment gateways or aggregators ("PG") to facilitate payment between the buyers and the sellers on the STOEX Exchange. Such payments shall be governed by the policies and terms and conditions of the authorized PG which we deem that you have consented to. If you have any issues related to payments, please contact the PG directly at [*].

1.7

The Company has developed the STOEX Exchange to facilitate the buying and selling of STOEX Tokens. The STOEX Exchange would allow the users to trade in the STOEX Tokens within a defined framework.

1.8

The Company either directly or through its registered KYC'ed noders would charge a transaction/transfer fee ("Transaction Fee") on every transaction/trade conducted on the STOEX Exchange. Such Transaction Fee will be variable depending upon thetraffic on the STOEX Exchange at the time of the trade and shall be visible during checkout on the payment portal.

1.9

The interaction between the buyers and the sellers on the STOEX Exchange would be governed by the Company and in case of any dispute arising out of or in connection with a trade on the STOEX Exchange, the decision of the Company shall be binding on all the parties.

1.10

The Company shall not allow any unregistered user to post, buy, bid, sell, access, lease any STOEX Tokens on the STOEX Exchange.

2. ELIGIBILITY CRITERIA

2.1 By accessing the STOEX Exchange, you agree and warrant that:

i.You are at least 18 years old;
ii.You are capable of entering and authorized to enter into a legally binding agreement;
iii.All information that you post on the STOEX Exchange or provide to us is true and accurate;
iv.You have the authority and capability to enter into this Agreement abiding by all the provisions of these Terms;
v.You are not impersonating any person or entity;
vi.You are not subject to any financial sanctions, embargoes or other restrictive measures imposed by the UK Treasury, US Office of Foreign Assets Control (OFAC), United Nations Security Council, European Union, any EU country, or any governmental or inter country authority ("Sanctions");
vii.You are not currently suspended or banned by the Company from accessing the STOEX Exchange;
viii.You are not a politically exposed person;
ix.The jurisdiction in which you are situated does not prohibit you from using the platforms such as this STOEX Exchange;
x.You are compliant of all the applicable laws which includes but are not limited to money laundering laws, taxation laws, securities laws, competition laws, foreign exchange laws and anti-terrorism laws.
xi.Kindly note that if a user is an entity and not an individual, such user warrants that it, as an entity and all the stakeholders (shareholders, directors, ultimate beneficial owners) in their individual capacity are eligible to access the STOEX Exchange based on the above-mentioned criteria and the individual accessing the STOEX Exchange on behalf of an entity is authorized to do so by the entity who is the ultimate user.

3. REGISTERED USER'S ACCOUNT

3.1

An account shall be created on the STOEX Exchange for every Registered User after successfully completing all the On-Boarding KYC Process ("Account"). Such an Account shall have an associated blockchain address and a blockchain wallet which will allow them to display, trade or store the STOEX Tokens ("Wallet").

3.2

By registering on the STOEX Exchange you understand that the Company reserves the right, in its sole discretion, to deny you access to this STOEX Exchange or any portion thereof without notice for the following reasons: (a) any unauthorized access of the STOEX Exchange by you; (b) if you violate any provision of the Company's policies which includes this Exchange Terms, Privacy Policy, Creator's Undertaking or any other policy enacted and posted by the Company from time to time; (c) a direction from any governmental authority; (d) if the Company is of the opinion that your Account is being used for immoral or unlawful purposes or the financial transaction being made through your Account are suspicious; or (e) you fail to adequately response to the Company's intimations or queries raised with respect to your Account.

3.3

Your dashboard on the STOEX Exchange will be linked to the Wallet and will display the STOEX Token's owned by you and stored in the Wallet. You are solely responsible for keeping your Wallet secure and you shall never share your credentials of your Account or the Wallet with anyone.

3.4

Other users on the STOEX Exchange shall also have the right to participate in and interact with STOEX Assets listed on the Platform in accordance with the Platform's terms and conditions.

3.5 Security Breach

If you feel the security of your Account and/or the Wallet has been compromised, you shall immediately report it to us at support@stoex.io. The Company bears no responsibility or liability for any unauthorized access or use of the Account or any loss or damage arising out of, or in relation to such unauthorized access or use.

4. SPONSOR OF STOEX ASSETS

4.1

We, at our STOEX Exchange, allow Sponsors to fractionalise their real-world assets into STOEX Tokens which can be traded onto our STOEX Exchange. If you want to become a Sponsor onto our STOEX Exchange, you agree and acknowledge that you will be required to execute a services agreement with the Company, subject to you being successfully onboarded as a client, and your rights and obligations with the Company for availing such services will be governed by the terms of the definitive agreements once effective in accordance with the terms thereof.

4.2

As a Sponsor, you bear full responsibility for the ownership and publication of STOEX Assets listed on the STOEX Exchange platform through your designated Account. You understand and explicitly agree that the Company assumes no liability for the legality, reliability, accuracy, or appropriateness of these STOEX Assets. The Company retains the authority to remove any STOEX Asset from its platforms if it is determined to be in violation of any of the Company's policies.

4.3 CLIENT ASSET SEGREGATION

The Company shall ensure that all Client virtual assets are properly segregated from:

(i) the Company's own proprietary assets,
(ii) the assets of other Clients, and
(iii) any third-party service provider assets,

in full compliance with the asset safeguarding provisions outlined in the applicable VARA Rulebook.

Such Client virtual assets shall be maintained either under:

(i) the direct custody and control of the Company, or
(ii) the custody of a duly regulated and competent third-party custodian appointed by the Company, subject to contractual terms that ensure segregation, transparency, and accountability in line with applicable legal standards.

(iii) The Company shall maintain updated records identifying the amount, location, and ownership of all Virtual Assets held on behalf of each Client and will implement robust reconciliation and monitoring procedures to prevent commingling, misuse, or unauthorized access.

(iv) Clients will be provided with clear and timely disclosures regarding the identity of the appointed custodian(s), the jurisdiction(s) in which the assets are held, and the nature of legal protections or limitations available in case of insolvency or force majeure.

(v) No lien, charge, encumbrance, or security interest shall be created or permitted over Client assets without the prior express, written, and informed consent of the Client. The Company shall take all reasonable measures to ensure the enforceability of Client rights to reclaim assets in case of suspension, insolvency, or regulatory action.

4.4 Control, Custody and Responsibility of Stoex Assets

STOEX Tokens held on the STOEX Exchange are under the custody and control of the Company, or of verified third-party custodians appointed by the Company, unless and until:

(i) a valid withdrawal or transfer to an external wallet or platform is initiated and completed by the you;.
(ii) the STOEX Tokens are transferred pursuant to a transaction involving a Sponsor or other verified party; or
(iii) a third-party custodian assumes control as disclosed and designated on the Platform

(iv) The Company undertakes to take all sufficient steps to obtain the best possible result for its Clients when executing or arranging orders, having regard to price, costs, speed, likelihood of execution and settlement, size, nature or any other relevant considerations.

(v) The Company maintains a Best Execution Policy. By placing an order, the Client agrees that they have read and understood the execution arrangements as outlined therein.

(vi) While under the Company's control or custody, the Company remains liable for the safekeeping of STOEX Tokens in accordance with applicable law and regulatory standards. Where custody is delegated to a verified third-party custodian, that entity is contractually be bound to maintain segregation of your virtual assets and meet applicable VARA standards. A list of such custodians and their respective jurisdictions (which may include locations within or outside the UAE) will be maintained and updated on the Platform

(vii) Once the STOEX Tokens to an external address is completed, such assets are no longer under the control of the Company and you assumes sole responsibility thereafter.

4.5 Sponsor Representation and Warranties

By acting as a Sponsor, you make the following representations and warranties:

i. Compliance with Applicable Laws: You represent and warrant that all STOEX Assets you list on the STOEX Exchange comply with the applicable laws, regulations, and industry standards, including but not limited to securities laws, intellectual property laws, and anti-money laundering regulations.
ii. Ownership and Permissions: You further represent and warrant that you have full legal ownership of the STOEX Assets you intend to tokenize and list on the Platform and have obtained any necessary permissions or licenses for their tokenization and listing.
iii. Accuracy of Information: You assure that all information provided about these assets, including their descriptions, valuations, and associated documents, is accurate and not misleading.
iv. Indemnification: You agree to indemnify and hold the Company harmless from any claims, losses, or damages arising out of your breach of these obligations and representations.

4.6 Impact of Virtual Asset Changes and Risk Mitigation

In the event of newly created Stoex Assets (e.g., airdrops), or technical or structural changes to existing virtual assets (e.g., forks), the Company will:

i.Promptly assess the nature and potential impact of the change upon becoming aware of it.
ii.Communicate the nature of such changes, and any related decisions, with affected, through the Platform or by email;
iii.Make a determination as to whether continued support for such virtual asset(s) is technically and legally feasible and in accordance with applicable law;
iv.Update the list of supported assets on the Platform accordingly.
v.If support for any previously listed Stoex Asset is terminated, You will be notified in advance where reasonably possible and provided with the opportunity to withdraw or convert such assets, unless legally or operationally restricted.
vi.Further details on how we handle asset forks, airdrops, or changes in supported Stoex Assets can be found in our [Asset Listing Policy/ Agreement or Market Conduct Rulebook, which is available on our Platform and maintained in compliance with VARA requirements.

5. USER CONDUCT

5.1 Trading Venue Code of Conduct

The Client acknowledges that participation on the Company's trading venue is subject to the Trading Venue Code of Conduct published by the Company and incorporated by reference into these Terms. The Client provides valid acceptance to the Trading Venue Code of Conduct and agrees to comply with it at all times. The Company shall publish and enforce the Trading Venue Code of Conduct and shall have the rights and powers to issue, impose, require or collect measures including warnings, reprimands, training, qualification minimums, remediation plans, compliance audits, restitution, contractually agreed penalties, conditions on trading, trading prohibitions, suspensions and restrictions to trading, expulsions, cancellation of the Client's orders and any outstanding instructions from the Client, reports of breaches to the regulator, and criminal referrals. The Client acknowledges that the regulator may pursue additional remedies or disciplinary measures and may, upon written consent, delegate to the Company the ability to enforce such additional measures. The Client further acknowledges that the regulator may require the suspension of trading of any Virtual Asset and may impose conditions for lifting such suspension. The Trading Venue Code of Conduct shall be fairly disclosed to all relevant persons and is available on the Company's website.

Unless specified otherwise, we offer you access to the STOEX Exchange solely for your personal uses. You agree to access or use the STOEX Exchange only for legal purposes that are permitted by these Exchange Terms. To protect our community and comply with legal obligations, we reserve the right to take action, with or without advance notice, if we believe you have violated the Exchange Terms. This may inter alia include: terminating your Account on the STOEX Exchange; limiting or disabling your access to the STOEX Exchange and/or its services; disabling your ability to use the STOEX Exchange and/or services in conjunction with buying and selling STOEX Tokens through our STOEX Exchange; removing your ability to become a Sponsor on the STOEX Exchange or use our services to interact with the STOEX Assets; disabling your ability to use the services in conjunction with buying/selling/transferring STOEX Tokens; and/or taking other actions we deem necessary in our sole discretion.

5.2

As a Registered User, you undertake that all the information provided by you during the On-Boarding KYC Process was true and accurate and that there has been no unreported change in such details till date.

5.3 Prohibited Activities

As a user of the STOEX Exchange, you agree to uphold all relevant laws, contractual obligations, and the rights of third parties. You are prohibited from:

a.Engaging in any activities that may harm, disable, overburden, or disrupt the normal functioning of the STOEX Exchange, or impede the enjoyment of other users.
b.Attempting to obtain materials or information through unauthorized means that are not made explicitly accessible by the Company through the STOEX Exchange.
c.Promoting your own professional services, particularly if you are associated with real estate agencies, brokers, salespersons, or other professional entities, without proper authorization.
d.Inappropriately accessing, collecting, storing, disclosing, transferring, or using any information acquired or derived from a user's access to or use of the STOEX Exchange without explicit consent or authorization.
e.Disseminating software or interacting with any Application Programming Interface (API) in a manner that could potentially harm, disable, overburden, or impair the regular operation of the STOEX Exchange.
f.Attempting to reverse engineer, duplicate, decompile, disassemble, decode, or engage in any activity that might lead to the discovery of source code or bypassing measures implemented to prevent or restrict access to any STOEX Exchange service, section, or code.
g.Engaging in any form of fraudulent or deceptive activity on the STOEX Exchange, including but not limited to manipulating prices, engaging in scams, or misrepresenting information.
h.Violating the privacy rights of other users or disclosing their personal information without their explicit consent.
i.Creating, distributing, or promoting content that is illegal, defamatory, threatening, harassing, hateful, discriminatory, or otherwise offensive or harmful.
j.Using the STOEX Exchange for any illegal or unauthorized purpose, including activities related to money laundering, terrorist financing, or other illicit financial practices.
k.Encouraging or facilitating any activity that violates the STOEX Exchange's Terms or any applicable laws.
l.Engaging in any form of unauthorized advertising or spamming on the STOEX Exchange.
m.Violating any policies, guidelines, or rules established by the STOEX Exchange that are communicated to you through the platform or through official channels.
n.Evading or attempting to evade any restrictions or limitations imposed by the STOEX Exchange on your account or usage, including but not limited to creating multiple accounts without proper authorization.

6. ORDER HANDLING AND CLIENT ORDER PRIORITIZATION

6.1

The Company shall ensure that all Client orders are received, recorded, transmitted, and executed promptly, fairly, and in a manner that is non-discriminatory. The Company shall maintain systems and controls to ensure that orders are handled in accordance with the principles of best execution and in the interest of the Client.

6.2

The Company shall not misuse or improperly disclose any information relating to pending Client orders and shall implement information barriers where necessary to prevent front-running, misuse of confidential order information, or any conflict of interest.

6.3

Proprietary trading or execution of orders for the Company's own account shall not be allowed to take precedence over comparable Client orders unless the Client has expressly consented to such prioritization or where otherwise permitted by applicable laws and regulations.

6.4

The aggregation of Client orders may be undertaken only when it is unlikely that the aggregation will operate to the overall disadvantage of any participating Client. Where aggregated orders are partially filled, the Company shall allocate the executed portion of the orders fairly and proportionately in accordance with its Order Allocation Policy.

6.5

The Company shall retain detailed records of all orders received and executed, including the time of receipt and execution, to demonstrate compliance with these principles and applicable obligations under the VARA Rulebook.

7. TRANSFER OF STOEX TOKENS

7.1

The STOEX Tokens on the STOEX Exchange are freely transferable, subject to the specific terms and conditions defined in the associated smart contracts.

7.2

Each STOEX Token available on the STOEX Exchange represents fractional ownership in a real-world STOEX Asset. When you acquire STOEX Tokens through our STOEX Exchange, you gain a proportionate ownership stake determined by the Sponsor of the particular STOEX Asset.

7.3 Ownership Returns

Owning STOEX Tokens may entitle you to a share of the returns generated by the associated STOEX Asset. These returns, which may include rental income, capital appreciation, or other forms of income, which may be distributed to you by a trust mechanism ("Trust") through the STOEX Exchange. It is important to note that the Company does not ensure any guarantee of returns on STOEX Tokens.

7.4

You acknowledge and agree that the Trust of the STOEX Asset associated with your STOEX Tokens is solely responsible for managing and providing returns, if any, on the STOEX Tokens you hold. The terms and conditions of these distributions will be outlined in the Smart contracts associated with the STOEX Asset. The Company has no responsibility or obligation to guarantee or provide returns on STOEX Tokens.

7.5

The Company acts solely as an exchange platform facilitating the trade and transfer of STOEX Tokens. We do not guarantee the performance, profitability, or returns of STOEX Tokens, nor do we assume any responsibility for the actions or obligations of Sponsors. The STOEX Exchange provides a marketplace for the buying and selling of STOEX Tokens but does not endorse or warrant the value or returns associated with such tokens.

8. THIRD PARTY SERVICES

8.1

Certain services on the STOEX Exchange may display, include or make available content, data, information, applications, or materials from third parties ("Third Party Materials") or provide links to certain third-party websites. By using STOEX Exchange, you acknowledge and agree that the Company is not responsible for examining or evaluating the content, accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of such Third-Party Materials or websites.

8.2

Company and its officers, affiliates, and subsidiaries do not warrant or endorse and do not assume and will not have any liability or responsibility to you or any other person for any third-party services, Third party Materials or websites, or for any other materials, products, or services of third parties. Third Party Materials and links to other websites are provided solely as a convenience to you. The use of such third-party services shall be strictly in accordance with the respective terms and conditions of such third parties.

9. INTELLECTUAL PROPERTY RIGHTS

9.1

Unless otherwise stated by the Company, the Site, all content, and other materials contained therein, including, without limitation, the Company's logo, and all designs, text graphics, pictures, information, data, software, and files relating to the STOEX Exchange ("Our Content") are the proprietary property of the Company or our affiliates, licensors, or users, as applicable.

9.2

The Company logo and any STOEX Exchange product or service names, logos, or slogans that may appear on the website or elsewhere are the proprietary property of the Company and may not be copied, imitated or used, in whole or in part, without our prior written permission. Unless otherwise stated, you may not use any Our Content without our express written permission.

10. COMPLAINTS TO THE GRC

We, as a Company, recognize the paramount importance of establishing an effective and fair dispute resolution mechanism. To this end, we have instituted a Grievance Redressal Committee (GRC) dedicated to addressing and adjudicating on complaints and feedback from our valued users. If, at any point, you believe that a STOEX Asset is in violation of any conditions outlined in these Exchange Terms, we encourage you to promptly submit a complaint to the GRC, providing all pertinent facts, supporting evidence, relevant documents, and any other materials necessary to facilitate a comprehensive review. Such complaints should be submitted via email to the address specified at support@stoex.io.

a) Investigation and Response:

Following the receipt of a complaint, the GRC will initiate an investigation into the alleged violation. In the interest of fairness and transparency, the GRC will also extend an opportunity to the owner of the implicated STOEX Asset to provide a response or explanation in connection with the allegations.

b) Adjudication and Remedial Action:

Upon careful and impartial review, the GRC will issue a final order. If, in the opinion of the GRC, the alleged violation is substantiated and found to be in contravention of these Exchange Terms, we expressly reserve the right to take appropriate remedial actions.

c) Remedial Actions:

Remedial actions may include, but are not limited to, any or all of the following:

i. Issuing warnings to the owner of the STOEX Asset.
ii. Temporarily or permanently suspending the STOEX Asset from our platform.
iii. Removing the STOEX Asset from the STOEX Exchange.
iv. Any other measures deemed necessary by the GRC to address the violation and uphold the integrity of the STOEX Exchange.

d) Compliance with GRC Decisions:

All users are expected to comply with the decisions and determinations made by the GRC. Failure to do so may result in further action, including, but not limited to, the suspension or termination of user accounts. The decision of the GRC in such matter shall be final and binding on the concerned parties.

11. WARRANTIES OF THE FUNDS INFUSED

In addition to any representations and/or warranties set forth elsewhere in these Exchange Terms, the user who is willing to purchase a STOEX Token by infusing funds through the PG hereby represents and warrants that:

i.the funds used to purchase such STOEX Tokens are not the proceeds of a criminal activity;
ii.the user (or, if the user is an entity, any person(s) or entity(ies) with a beneficial or ownership interest in user), has never been charged with or convicted with an offence that is linked with money laundering, economic sanctions crime, terrorism, tax evasion or any anti-bribery or anti-corruption laws;
iii.the user is in compliance with all the applicable anti-money laundering, anti-terrorism, and anti-bribery and anti-corruption laws;
iv.the funds have been infused through his self-owned and operated bank account/card and the user is not infusing the said funds for any other person or entity;
v.no party directly or indirectly involved in the purchase of a STOEX Token is the subject of Sanctions, nor owned or controlled by any individual or entity that is the subject of Sanctions, unless expressly authorized in writing by the government authority having jurisdiction and with the prior express written consent of the Company;
vi.If the user is an entity, the individual infusing the funds is doing so on behalf of that entity and is authorized to do so; and
vii.The Company may in compliance with the applicable laws, share the records of the transactions done or fund infused and withdrawn by the user to the appropriate legal authorities/bodies/investigation agencies.

12. RISK DISCLOSURES TO CLIENT

The Company is committed to ensuring transparency and informed decision-making for all its Clients. In accordance with VARA's Client Protection framework, the Company shall provide comprehensive, accurate, and timely risk disclosures that include, but are not limited to, the following:

i.The nature, classification, and legal status of Virtual Assets offered or supported on the STOEX Exchange;
ii.The inherent volatility, liquidity risks, and market behavior characteristics associated with Virtual Asset trading;
iii.Execution venues, pricing mechanisms, order routing protocols, and the risks associated with over-the-counter (OTC) or decentralized executions;
iv.All applicable fees, commissions, custodial charges, and any potential hidden or pass- through costs that may be borne by the Client;
v.The classification of the Client (Retail, Institutional, Qualified) and the corresponding level of protection, disclosure, and service the Client is entitled to receive.

13. ASSUMPTIONS OF RISK

A. General Assumptions of Risk:

i.The Company will not be liable for any loss of any kind from any action taken or taken in reliance on material or information contained on the STOEX Exchange. The Company does not represent or warrant that any content on the STOEX Exchange is accurate, complete, reliable, current or error-free.
ii.You acknowledge that any transaction undertaken by you involving the sale and purchase of STOEX Token must be with the knowledge and assumption of the risk that the STOEX Token may experience significant price fluctuations and value volatility. The Company will not, under any circumstance, be held liable to you for price fluctuations and value volatility.
iii.The Company declares that the applicable regulatory landscape governing blockchain technologies, cryptocurrencies, and other digital assets is uncertain and the issuance of new regulations, directions, judgements, adaptations by the legal authorities may have an adverse impact on the functioning, development and value of the STOEX Tokens. The Company shall not be responsible for any legal action or loss that you suffer due to your use of STOEX Exchange,
iv.The Company makes no warranty that the services provided through the STOEX Exchange will meet your requirements, or that the STOEX Exchange will be uninterrupted, timely, secure, or error free. This includes loss of data or any service interruption caused due to any reason whatsoever. The Company is not responsible for transmission errors, corruption of data.
v.Under no circumstances, the operation of all or any portion of the STOEX Exchange will be deemed to create a relationship that includes the provision or tendering of an investment advice.
vi.The Company shall act within the bounds of the applicable laws. The Company endeavours to abide by the AML and CTF standards set by the FATF and hence, may report the suspicious financial transactions done by you on the STOEX Exchange to the appropriate authorities.

B. Risks of Smart Contracts and Blockchain technology

i.The transactions with respect to the purchases, sales, listings, bids, transfers of STOEX Tokens and other functionalities utilize experimental Smart contract and blockchain technology which is a novel and evolving concept. There may be developments that compromise the functioning of these technologies and the Company disclaims all the liabilities in this regard.
ii.The user represents and warrants that the user is knowledgeable, experienced and understands the usage of blockchain technology and that user acknowledges, understands and is willing to accept the risks associated with related technological and cryptographic systems such as blockchains, Smart contracts, cryptocurrencies, decentralized or peer-to-peer networks and systems etc.
iii.The user further acknowledges and agrees that such technological and cryptographic systems (inclusive of the examples listed in the preceding clause) may be subject to malfunctions, bugs, timing errors, hacking and theft, changes to the protocol rules of the blockchain (i.e., 'forks'), hardware, software and/or Internet connectivity failures, unauthorized third party data access, and other technological risks, any of which can adversely affect the relevant Smart contracts and may expose user to a risk of loss, forfeiture of user's STOEX Tokens, or lost opportunities to buy or sell STOEX Tokens.
iv.The user accepts the inherent security risks of providing information and conducting business over the Internet, and acknowledge that Company assumes no liability or responsibility for any such failures, risks, or uncertainties, nor for any communication failures, disruptions, errors, distortions or delays that the user may experience when using the STOEX Exchange, however so caused.
v.The STOEX Exchange may experience or be the target of sophisticated cyber-attacks, unexpected surges in activity or other operational or technical difficulties that may cause interruptions to or delays on the platform.
vi.The user acknowledges that the Smart contracts once executed over the blockchain are permanent and immutable and there shall be no cancellation or refund of any transaction that has once been executed through the Smart contract.

C. Acknowledgement of the volatility of STOEX Tokens

i.The user acknowledges and agrees that the prices of STOEX Tokens are extremely volatile and unpredictable, that such STOEX Tokens may have no or little inherent or intrinsic value.
ii.The Company do not make any representations of any kind that the value of any STOEX Tokens bought or sold on the STOEX Exchange will retain the value of its original purchase price or attain any future value.
iii.The user acknowledges that the value and/or utility of any Token (including STOEX Token) can be based on both subjective factors and market forces and any fluctuations in value of STOEX Tokens are outside of the control of the Company.
iv.The user acknowledges and agrees that that use of the STOEX Exchange, including the creating, buying or selling of STOEX Tokens, may carry financial risk, and that the risk of loss may be substantial.
v.The user acknowledges and agrees that all transaction decisions are made solely by the user and the transactions carried out through the STOEX Exchange are irreversible, final and there shall be no refunds.
vi.By using the STOEX Exchange, the user represents that the user has been and will be solely responsible for making his/her own independent appraisal and investigations into the risks of a given transaction and the underlying STOEX Asset.

14. AMENDMENT TO THIS POLICY

Any changes to be made to these Exchange Terms will be effective once published on the website or upon release to the users of STOEX Exchange. Your continued used of the STOEX Exchange or the services available therein is considered your acceptance of such amended terms. If you do not agree to any amendments in these Exchange Terms, you must stop using the STOEX Exchange effective immediately. A frequent viewing of these Exchange Terms is recommended for a better understanding of the Exchange Terms that apply to access and use of the STOEX Exchange.

15. PROHIBITION OF USE

UPON THE ACCESS AND USE OF THE STOEX EXCHANGE, YOU REPRESENT AND CONFIRM THAT YOU ARE NOT A PART OF ANY TRADE EMBARGOES OR ECONOMIC SANCTIONS LIST (SUCH AS THE UNITED NATIONS SECURITY COUNCIL SANCTIONS LIST), ETC. KOSHAYOJAN SERVICES DMCC RESERVES THE RIGHT TO DECIDE MARKETS AND JURISDICTIONS TO CONDUCT BUSINESS, AND MAY RESTRICT OR PROHIBIT, AS PER DISCRETION, THE USE OF THE STOEX EXCHANGE IN CERTAIN COUNTRIES OR REGIONS.

16. DISCLAIMER

i.THIS STOEX EXCHANGE IS PROVIDED BY THE COMPANY ON AN "AS IS" AND "AS AVAILABLE" BASIS AND THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THIS STOEX EXCHANGE OR THE INFORMATION, CONTENT INCLUDED ON THIS STOEX EXCHANGE. YOU EXPRESSLY AGREE THAT YOUR USE OF THIS STOEX EXCHANGE IS AT YOUR SOLE RISK. THE COMPANY RESERVES THE RIGHT TO WITHDRAW OR DELETE ANY INFORMATION FROM THIS STOEX EXCHANGE AT ANY TIME IN ITS DISCRETION.
ii.YOU AGREE THAT YOUR USE OF THE STOEX EXCHANGE SHALL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, THE COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS EXCLUDE ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE STOEX EXCHANGE AND YOUR USE THEREOF.
iii.WE HAVE EXERTED REASONABLE EFFORTS TO ENSURE THAT ALL INFORMATION PUBLISHED ON THE STOEX EXCHANGE IS ACCURATE AT THE TIME OF POSTING; HOWEVER, THERE MAY BE ERRORS IN SUCH INFORMATION FOR WHICH WE SHALL HAVE NO LIABILITY. WE RESERVE THE RIGHT TO REMOVE OR ALTER ANY OF THE INFORMATION CONTAINED ON THE STOEX EXCHANGE AT OUR SOLE DISCRETION.
iv.NEITHER ASSETS NOR YOUR MONEY HELD BY THE COMPANY ARE COVERED BY ANY FORM OF DEPOSIT PROTECTION OR GUARANTEE SCHEME. YOU UNDERSTAND THAT YOUR FUNDS ARE NOT INSURED OR PROTECTED AGAINST LOSS.
v.TRANSACTIONS EXECUTED ON THE PLATFORM ARE FINAL AND IRREVERSIBLE ONCE CONFIRMED. YOU AGREE THAT NO CANCELLATION OR REVERSAL OF CONFIRMED ORDERS WILL BE POSSIBLE.
vi.THE PLATFORM MAY EXPERIENCE TECHNICAL ISSUES, INCLUDING BUT NOT LIMITED TO SYSTEM DOWNTIME, LATENCY, OR OPERATIONAL ERRORS, WHICH MAY AFFECT THE EXECUTION OF ORDERS, ASSET AVAILABILITY, OR TIMELY ACCESS TO YOUR ACCOUNT.
vii.WE SHALL MAKE BEST ENDEAVOURS TO ENSURE THAT THE SERVICES PROVIDED ON THE STOEX EXCHANGE ARE ERROR-FREE AND SECURE, HOWEVER, NEITHER THE COMPANY NOR ANY OF ITS PARTNERS, LICENSORS OR ASSOCIATES MAKES ANY WARRANTY THAT (I) THE STOEX EXCHANGE WILL MEET USERS' REQUIREMENTS; (II) STOEX EXCHANGE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; (III) THE QUALITY OF THE STOEX EXCHANGE, INFORMATION, OR OTHER MATERIAL THAT USERS OBTAIN THROUGH THE STOEX EXCHANGE WILL MEET USERS' EXPECTATIONS.
viii.TO THE EXTENT PERMITTED BY LAW, THE COMPANY SHALL NOT BE RESPONSIBLE FOR LOST PROFITS, REVENUES, OR DATA, FINANCIAL LOSSES OR INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, WHETHER ARISING FROM OR RELATING TO THESE EXCHANGE TERMS, THE STOEX EXCHANGE, OUR CONTENT OR THIRD-PARTY MATERIALS, OR FOR ANY DAMAGES RELATED TO LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, OR LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE AND EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
ix.TO THE FULLEST EXTENT PERMISSIBLE BY LAW AND NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THESE EXCHANGE TERMS, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF THE COMPANY EXCEED USD 10,000.
x.YOUR USE OF THE STOEX EXCHNAGE AND/OR PURCHASE OF ANY STOEX TOKEN DOES NOT CONSTITUTE ANY FORM OF PARTNERSHIP/ VENTURE/ INVESTMENT/UNIT SUBSCRIPTION/ VOTING SHARE/ COLLECTIVE INVESTMENT/ FINANCIAL ASSISTANCE OR ANY OTHER COLLOBORATION BETWEEN YOU AND US. BUYING A STOEX TOKEN DOESN'T ENTITLE YOU TO ANY RIGHTS IN THE STOEX EXCHANGE AND THE COMPANY OR ANY OF ITS ASSETS.

17. COMPLIANCE

17.1

You are responsible solely for making sure that your use of the STOEX Exchange is compliant with all laws, rules and regulations applicable to you.

17.2

Your right to access the services is automatically revoked where its use is prohibited or to the extent that the offering of the services on the STOEX Exchange violates any law, rule or provision applicable to you.

17.3

The Company has adopted and maintains a Conflicts of Interest Policy to identify, prevent or manage any conflicts that may arise in the course of providing Broker- Dealer Services.

17.4

The Company shall disclose material conflicts where it cannot be effectively managed and shall always act in the best interest of the Client.

18. LICENSE

Subject to compliance with these Exchange Terms and the applicable laws, the Company grants you a non-transferable, nonexclusive, revocable and limited license to use and access the STOEX Exchange for your personal purposes. This license is given explicitly for you to use the services provided on the STOEX Exchange and the other platforms of the Company. The Company shall revoke this license if there is any unauthorized use of the license.

19. PRIVACY POLICY

We respect the privacy of every individual and endeavor to establish best practices while processing personal data which is collected, transferred, collated, accesses by us.

ii.

At the time of your registration/sign-up and during your use of our Platform, we collect data, information which may be personal data. The information is processed in compliance with the applicable data privacy laws.

iii.

Any information that is collected by us is used for a specific and legal purpose in accordance with our Privacy Policy available at stoex.io

20. MODIFICATION

The Company reserves the right at any time to change, suspend, or discontinue the STOEX Exchange in whole or in part with or without notice to the users. You agree that the Company will not be liable to you for any such act.

21. TAX COMPLIANCE

You agree that you are solely liable for determining what, if any, taxes apply to your transactions on the STOEX Exchange, as per the applicable laws of any country in which you are residing or are situated. Neither the Company nor any other Third Party is responsible for determining the taxes that may apply to your transactions on any platform or service offered by the Company.

22. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless the Company, its affiliates, officers, directors, employees, agents, partners, and licensors from and against any and all claims, liabilities, damages, losses, costs, expenses, fees (including reasonable attorneys' fees), and judgments arising from or relating to:

i.Your use of the STOEX Exchange or any violation of these Exchange Terms;
ii.Any information, materials you submit, post, or transmit through the STOEX Exchange;
iii.Your interaction with other users of the STOEX Exchange;
iv.Any breach of representations, warranties, or covenants made by you in these Exchange Terms;
v.Your violation of any applicable laws, regulations, or third-party rights;
vi.Any unauthorized access to or use of the STOEX Exchange;
vii.Any action taken by the Company as part of its investigation of a suspected violation of these Exchange Terms or as a result of its findings or decision to take corrective or punitive action against you;
viii.Any losses or damages incurred by the Company, including but not limited to loss of business profits, goodwill, or data, or any other tangible or intangible losses; and
ix.Any claims, demands, suits, or proceedings brought by third parties against the Company arising from or related to your use of the STOEX Exchange.

The Company reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with the Company in asserting any available defenses. This indemnification provision shall survive the termination of these Exchange Terms and your use of the STOEX Exchange.

23. GOVERNING LAW & DISPUTE RESOLUTION

This Agreement shall be governed by and construed in accordance with the laws of the Emirate of Dubai, and the applicable Federal laws of the United Arab Emirates. Any dispute, controversy, or claim arising out of or in connection with this Agreement (including any question regarding its existence, validity, interpretation, or termination) shall be referred to and finally resolved by arbitration under the Arbitration Rules of the Dubai International Arbitration Centre (DIAC).

The arbitral tribunal shall consist of one (1) arbitrator, who shall be mutually agreed and appointed by the Parties. If the Parties fail to agree on the arbitrator within the timeframe prescribed under the DIAC Arbitration Rules (or, if no timeframe is prescribed, within thirty (30) days of a written request for arbitration), the arbitrator shall be appointed in accordance with the DIAC Arbitration Rules.

The seat (legal place) of arbitration shall be Dubai, UAE, and the language of the arbitration proceedings shall be English. The arbitral award shall be final and binding on the Parties. Each Party agrees that judgment upon the award rendered by the arbitrators may be entered and enforced in any court having jurisdiction thereof, subject to applicable laws and international conventions.

24. MISCELLANEOUS

i. Waiver:

The remedies herein reserved shall be cumulative, and in addition to any other remedies provided at law or equity. Any failure by the Company to enforce or insist upon strict compliance with any provision of these Exchange Terms shall not be deemed to constitute a waiver of rights to demand strict compliance with the terms hereof. No waiver of any term or condition of these Exchange Terms shall be deemed or construed to be a waiver of any subsequent such term or condition in the future.

ii. Severability:

Each of the above restrictions is separate and severable from the other. Any provision which is invalid or unenforceable, shall be ineffective to the extent of such invalidity or unenforceability, without affecting in any way the remaining provisions hereof.

iii. Entire Agreement:

These Exchange Terms and the terms and conditions set out in these Exchange Terms by reference, constitute the entire agreement between the user and the Company with respect to the subject matter hereof.

iv. Notice:

Any notice, consent or other communication permitted or required by these Exchange Terms, unless otherwise states, is to be given in writing and forwarded by email and/or registered post with acknowledgement due or hand delivery to the following address: 2307, DMCC Business Centre, Level No. 1, Jewellery & Gemplex 3, Dubai, UAE.