Public Offer

PUBLIC OFFER

(clearing service agreement)

This public offer (Clearing Service Agreement) (the "Agreement") is a public offer from ASTERIUM Limited Liability Company (the "Exchange") operating under License No.CE#0005 issued by the National Agency for Advanced Projects of the Republic of Uzbekistan dated 15.04.2025, represented by Director K.A. Sultanov, acting by virtue of the Charter, on the one hand, any legal entity or individual (the "Clearing Participant"), on the other hand, collectively referred to as the "Parties" and individually as the "Party".

1. TERMS AND DEFINITIONS

1.1. The following terms and definitions are used in this Agreement:

Exchange shall mean ASTERIUM Limited Liability Company that organizes trading in crypto assets in accordance with the Rules for Trading in Crypto Assets on the crypto Exchange No. 3379 (the "Rules").

Clearing shall mean a number of operations aimed at determining, clarifying and offsetting the mutual obligations of clients of the crypto exchange, as well as mutual settlements between them.

Settlement and Clearing Chamber (SCC) shall mean a structural division of the Exchange that provides clearing, settlements and mutual settlements for crypto-exchange transactions through an electronic clearing system.

Clearing Participant shall mean a client of the Exchange who has sent an acceptance and is registered in the SCC in accordance with the procedure established by these Rules.

Individual User Number (IUN) shall mean a unique code assigned to the clearing participant.

Virtual Account shall mean a special account opened in the Exchange's SCC for clearing operations.

SCC Secondary Account shall mean the secondary demand deposit accounts of the Exchange, opened in the bank servicing the Exchange, for storing funds from buyers and sellers and making settlements on transactions.

Deposit shall mean funds deposited by the Clearing Participant to the SCC Secondary Account as security for fulfillment of obligations under transactions with crypto assets.

Clearing Fee shall mean a fee charged by the Exchange for the provision of clearing services.

2. SUBJECT MATTER

2.1. The Exchange provides clearing services to the Clearing Participant in accordance with the Rules and this Agreement, and the Clearing Participant undertakes to pay for these services in accordance with the procedure and conditions provided for in this Agreement.

2.2. Clearing services shall include:

• registration of the Clearing Participant and opening a virtual account;
• accounting of funds and obligations of the Clearing Participant;
• defining, clarifying, and offsetting mutual obligations on transactions with crypto assets;
• control of the security of Clearing Participant's applications;
• ensuring mutual settlements for transactions with crypto assets;
• formation and provision of necessary information to the Clearing Participant based on the results of the clearing;
• control over the fulfillment of obligations under concluded transactions;
• other operations provided for by the Rules.

2.3. This Agreement shall be concluded by accession of the Clearing Participant to the terms of the Agreement. The Agreement is considered concluded from the moment of registration of the Clearing Participant on the Exchange's electronic platform and acceptance of this offer by making an appropriate mark during registration.

3. RIGHTS AND OBLIGATIONS OF THE PARTIES

3.1. The Exchange (SCC) has the right to:

3.1.1. Amend the terms of this Agreement, the Rules and Tariffs for Clearing services at its own discretion by notifying the Clearing Participant no later than 1 (one) business day before the changes take effect by posting information on the Exchange's Website.

3.1.2. Suspend or terminate the clearing services of the Clearing Participant in cases of breaching the terms of this Agreement, the Rules, or insufficient funds in the virtual account without prior notice.

3.1.3. Choose the clearing method independently.

3.1.4. Debit from the Clearing Participant's virtual account without acceptance:

• clearing fees when fixing a transaction;
• fines and penalties for breaching the terms of the Agreement, Rules and Regulations for trading crypto assets;
• funds for fulfilling obligations on transactions with crypto assets;
• funds for compensation of losses caused to the Exchange.

3.1.5. Set and change the amount of the deposit required to participate in trading of crypto assets.

3.1.6. Block deposits and funds of the Clearing Participant until full fulfillment of obligations under the transaction.

3.1.7. Receive from the Clearing Participant the information necessary for settlement and clearing operations.

3.1.8. Disclose information about the Clearing Participant and its operations to third parties in cases stipulated by law.

3.1.9. Cancel the agreement for non-payment by the buyer of the payment stipulated in the agreement.

3.1.10. Cancel the agreement by decision of the disciplinary commission for non-transfer of crypto assets.

3.1.11. Transfer to the Clearing Participant's account a fine in the amount of a deposit for non-fulfillment of contractual obligations by another Clearing Participant.

3.2. The Exchange (SCC) undertakes to:

3.2.1. Perform settlements and mutual settlements only for transactions that have been registered on the Exchange and related transactions (commission fees and other expenses in accordance with the law).

3.2.2. Ensure separate accounting of the obligations of each Clearing Participant.

3.2.3. Ensure the confidentiality of information about the content of transactions and provide no such information to third parties without the consent of the Clearing Participant, except in cases provided for by law.

3.2.4. Register the Clearing Participant and assign the information thereto within one business day after receiving all the necessary documents.

3.2.5. Open and maintain a virtual account of the Clearing Participant.

3.2.6. Provide the Clearing Participant with the necessary information based on the results of clearing.

3.3. The Clearing Participant has the right to:

3.3.1. Participate in clearing transactions registered by the Exchange.

3.3.2. Receive the necessary information about the status of your virtual account and fulfillment of obligations.

3.3.3. Fulfill monetary obligations to the Exchange and counterparties ahead of schedule.

3.3.4. Withdraw free funds from its virtual account to its account at the servicing bank.

3.3.5. Terminate this Agreement subject to the full fulfillment of all obligations to the Exchange and other Clearing Participants.

3.4. The Clearing Participant undertakes to:

3.4.1. Provide reliable information to the SCC in accordance with these Rules.

3.4.2. In case of termination of the agreement, fulfill the obligations that arose before its termination.

3.4.3. Observe the confidentiality of information.

3.4.4. Comply with the requirements established by these Rules and the Agreement.

3.4.5. Make a deposit on time and in full and pay for clearing services.

3.4.6. Transfer additional funds to the secondary account of the SCC to fully cover the obligations under the transaction within the time limits set by the agreement.

3.4.7. Inform the Exchange about changes in their registration and contact information.

3.4.8. File no claims against the Exchange in case of forced closure of positions with insufficient funds.

4. SETTLEMENT AND CLEARING PROCEDURES

4.1. The amount and payment procedure for clearing services are determined by the Exchange's tariffs, which are published on the Exchange's official website.

4.2. After registration, the clearing participant shall transfer funds to the SCC secondary accounts opened in the bank servicing the Exchange to participate in the trading of crypto assets and fulfill its obligations.

4.3. The Clearing Participant shall transfer funds as a deposit and/or to fulfill obligations under transactions to the SCC secondary accounts in the bank servicing the Exchange for crediting them to a virtual account. The amount of the deposit is determined by local regulations of the Exchange.

4.4. The SCC accounts for the funds and obligations of each Clearing Participant separately in their virtual accounts.

4.5. The funds of the Clearing Participant placed on virtual accounts in the SCC are used:

• to perform calculations related to the fulfillment of obligations under transactions;
• as a deposit for participation in trading sessions;
• on behalf of the Clearing Participant — to be refunded to the Clearing Participant's account at its servicing bank;
• to make payments for the Exchange's services;
• for other purposes related to the conclusion and execution of transactions.

4.6. Clearing fees shall be debited by the Exchange from the Clearing Participant's virtual account without additional instruction from it on the day of the transaction or at another time set by the Exchange.

4.7. The electronic clearing system shall monitor the security of orders before each trading session. The security of applications shall be monitored based on applications for transactions during trading sessions.

4.8. Based on the register of concluded transactions, the electronic clearing system shall determine the obligations of clearing Participants and block deposits. The Exchange's fees shall be withheld according to the tariffs set by the Exchange.

4.9. After the transaction is registered, the Clearing Participant shall transfer additional funds to the SCC secondary account in order to fully cover the obligations under the transaction within the time limits determined by the agreement. This amount shall be blocked by the SCC until the seller's obligations are fully fulfilled.

4.10. The register of paid transactions shall serve as the basis for the transfer of crypto assets by the seller.

4.11. According to the results of transfer of crypto assets by the Clearing Participant, the information shall be immediately provided to the SCC. The funds of the seller and buyer under this transaction shall remain blocked until the confirmation of receipt of crypto assets is recevied to the address of the crypto wallet of the Clearing Participant (the buyer).

4.12. In case of insufficient funds in the virtual account to pay clearing fees, the Clearing Participant shall replenish its virtual account within 1 (one) business day from the date of the debt.

4.13. For late payment of clearing services, the Exchange has the right to charge penalties in the amount of 0.1% of the outstanding amount for each day of delay.

5. EXECUTION OF CONCLUDED TRANSACTIONS AND RESPONSIBILITY OF THE PARTIES

5.1. The concluded transaction shall be closed in the following cases:

• proper fulfillment of obligations under the transaction by the Clearing Participants — the seller and the buyer;
• failure by the Clearing Participants, the seller and the buyer, to fulfill their obligations under the transaction even after paying a fine;
• mutual consent of the Clearing Participants — the seller and the buyer — to close the transaction with or without payment of a fine;
• existence of a decision of the disciplinary commission;
• no claims by the Clearing Participants — the seller and the buyer — within the time period established by the agreement, without a fine.

5.2. If, after the expiration of the period stipulated by the terms of the agreement, the Clearing Participant does not fulfill its obligations under the transaction, the SCC shall:

• cancel the agreement for non-payment by the buyer of the payment stipulated in the agreement;
• cancel the agreement by decision of the disciplinary commission for non-transfer of crypto assets;
• deposit a fine in the amount of the deposit for non—fulfillment of contractual obligations to the account of the Clearing Participant — the seller or the buyer.

5.3. The Parties are responsible for non-fulfillment or improper fulfillment of obligations under this Agreement in accordance with the laws and the terms of this Agreement.

5.4. The Exchange is not responsible:

5.4.1. For losses incurred by the Clearing Participant as a result of the forced closure of its positions due to insufficient funds in the virtual account.

5.4.2. For non-fulfillment or improper fulfillment of their obligations due to technical failures, actions of third parties or force majeure circumstances.

5.4.3. For losses incurred by the Clearing Participant as a result of changes in the market value of crypto assets.

5.4.4. For losses incurred by the Clearing Participant as a result of the restriction or suspension of clearing services in accordance with the Rules and this Agreement.

5.4.5. For losses incurred by the Clearing Participant as a result of cancellation of the agreement for non-fulfillment of obligations.

5.5. The clearing participant is solely responsible for:

5.5.1. The reliability of the information and documents provided.

5.5.2. Compliance with legal requirements regarding transactions with crypto assets.

5.5.3. Fulfilling their obligations on transactions with crypto assets.

5.5.4. The safety and confidentiality of its login, password and other data required to access its virtual account.

5.6. In case the Clearing Participant breaches the terms of this Agreement or the Rules, the Exchange has the right to apply the following measures thereto:

• Accrual of fines in the amount of the deposit;
• Deduction of commission fees in an increased amount;
• Blocking funds on a virtual account;
• Suspension of clearing services;
• Termination of the Agreement at its sole discretion.

5.7. Clearing and SCC participants shall not conduct operations to assign a monetary claim using funds held in accounts with the SCC.

6. TERMINATION OF CLEARING SERVICES

6.1. The SCC shall terminate the Clearing Participant's service and close its virtual account in the following cases:

• termination of the agreement in accordance with the procedure established by law;
• liquidation of the Clearing Participant;
• by decision of a court or other authorized bodies;
• in other cases stipulated by this Agreement and the law.

6.2. The Exchange has the right to unilaterally terminate this Agreement in the following cases:

• breaches by the Clearing Participant of the terms of this Agreement or the Rules;
• no transactions on the Clearing Participant's virtual account for 3 (three) months;
• non-payment of debts on clearing fees within 10 (ten) business days after they occur;
• provision of false information or documents by the Clearing Participant;
• in other cases stipulated by the Rules or laws.

6.3. Before closing the virtual account, the remaining funds on it shall be transferred to the Clearing Participant's bank accounts based on its order. The virtual account shall be closed only if there are no funds in the virtual account.

6.4. The Exchange shall ensure the transfer of funds through the SCC, the transfer of crypto assets accounted for by the Clearing Participant to the bank account, to the address of the Clearing Participant's crypto wallet, respectively, at the request of such participant in accordance with the procedure and time period specified in this Agreement.

6.5. If a suspicious transaction related to crypto assets is detected, the funds and crypto assets shall be transferred after the Exchange has taken measures to prevent the legalization of proceeds from crime, the financing of terrorist activities and the financing of the proliferation of weapons of mass destruction.

6.6. The Clearing Participant has the right to terminate this Agreement, provided that all obligations to the Exchange and other Clearing Participants are fully fulfilled, by sending a corresponding notification to the Exchange at least 10 (ten) business days before the expected termination date.

7. DISPUTE RESOLUTION

7.1. All disputes and disagreements arising between the Parties under or in connection with this Agreement shall be resolved through negotiations.

7.2. Cancellation of the transaction, refund of funds or other disputes shall be resolved through negotiations between the parties in due manner.

7.3. If it is impossible to resolve disputes through negotiations, they shall be considered by the disciplinary commission of the Exchange in accordance with the procedure established by the local regulations of the Exchange.

7.4. In case of disagreement with the decision of the disciplinary commission, disputes shall be subject to judicial review at the venue of the Clearing Participant (Client), in accordance with applicable laws.

7.5. The dispute resolution procedure shall be mandatory. The claim consideration period shall be 10 (ten) business days after it is received.

8. FORCE MAJEURE

8.1. The Parties shall be released from liability for partial or complete non-fulfillment of obligations under this Agreement, if this non-fulfillment was the result of force majeure circumstances that arose after the conclusion of the Agreement due to extraordinary events that the Parties could not have foreseen or prevented.

8.2. Force majeure circumstances shall include: natural disasters, military actions, mass riots, acts of state authorities, technical failures in the operation of the Internet, software or equipment, significant disruptions in the functioning of the crypto asset market and other circumstances that impede the fulfillment of obligations under this Agreement.

8.3. The affected Party shall immediately, but no later than 3 (three) business days, notify the other Party of the occurrence and termination of force majeure circumstances. Late notification of the occurrence of force majeure circumstances shall deprive the relevant Party of the right to refer to them in the future.

9. TERM

9.1. This Agreement shall come into force after its acceptance by the Clearing Participant and shall be valid for an indefinite term.

9.2. Upon termination of the Agreement, the Exchange shall transfer the remaining funds from the Clearing Participant's virtual account using the details specified in the termination notice within 10 (ten) business days after termination of the Agreement, minus the amounts owed to the Exchange.

9.3. Termination of this Agreement shall not release the Parties from fulfilling the obligations that arose prior to its termination.

10. CONFIDENTIALITY

10.1. The Parties undertake to maintain the confidentiality of information obtained during the execution of this Agreement and take all possible measures to prevent its disclosure.

10.2. The Exchange undertakes to ensure the confidentiality of information about the content of transactions and provide no such information to any third parties without the consent of the Clearing Participant, except in cases provided for by law.

10.3. The Exchange has the right to disclose information about the Clearing Participant and its operations:

• at the request of authorized state bodies;
• in cases stipulated by the law;
• with the consent of the Clearing Participant.

10.4. Confidentiality obligations remain in force even after the termination of this Agreement for a period of 5 (five) years.

10.5. By accepting this Agreement, the Clearing Participant agrees that the Exchange will make audio or video recordings of negotiations with it, including recordings of correspondence, and store such information for at least 5 years.

11. FINAL PROVISIONS

11.1. This Agreement is made in Russian.

11.2. The SCC with the Clearing Participants shall interact based on this Clearing Service Agreement.

11.3. The information between the Exchange and Clearing Participants on clearing and settlements, as well as between Clearing Participants on the fulfillment of contractual obligations, shall be exchanged using information and communication technologies.

11.4. All notifications and communications under this Agreement shall be delivered by the Parties through the Clearing Participant's personal account on the Exchange's electronic platform or by e-mail specified during registration.

11.5. All amendments and additions to this Agreement will be published on the official website of the Exchange and will enter into force on the date specified in the notification of such changes, but not earlier than 1 (one) business day after publication.

11.6. In case of no written objection by the Clearing Participant regarding changes to this Agreement prior to the effective date, such changes shall be deemed accepted by the Clearing Participant.

11.7. Information about each breach of law or this Agreement identified by the Exchange shall be kept by the Exchange for at least 5 years from the date of such identification.

11.8. Persons guilty of breaching the requirements of this Agreement shall be liable in accordance with the procedure established by the laws of the Republic of Uzbekistan.

11.9. In everything else that is not provided for by this Agreement, the Parties shall be guided by the Rules and the laws of the Republic of Uzbekistan.

11.10. This document is the intellectual property of ASTERIUM LLC. Any copying, distribution or use of this document in whole or in part without the written permission of ASTERIUM LLC is prohibited and is punishable by law.

Tashkent

ASTERIUM LLC

34 Bobur St., Tashkent, Republic of Uzbekistan

Settlement account: 2020 8000 9071 9832 6001

In OCTOBANK JSC, MFO: 00980,

TIN: 311 876 558, OKED: 62090