Legal data

These Terms and Conditions ("T&C") are a contract between

You, a person or legal entity who uses one or more Finery Markets products and services under these T&C, including through Finery Markets software, websites, or applications (hereinafter referred to as "User") and

Finery Markets (BVI) Limited, registered number 2079689, with a registered office in Trinity Chambers, PO Box 4301, Road Town, Tortola, British Virgin Islands (hereinafter referred to as "Finery Markets"), and

(each a “Party” and together the “Parties”).

Finery Markets gives a User access to its software application (“Finery Markets software”) that is described in the Operating rules. By accessing and using the Finery Markets software, the User agrees with these T&C. If the User does not agree to these T&C, it must discontinue the use and may not access, display, use, download, and/or otherwise copy or distribute from Finery.

The purpose of these T&C, together with the Operating rules, Risk Disclosure, Tariff Policy and Privacy Policy, is to demonstrate to the Users the capabilities of the Finery Markets software and reflect their rights and obligations while using the Finery Markets software.

1. GENERAL PROVISIONS

• 1.1. Finery Markets agrees to provide the User with access to and User agrees to use Finery Markets software in strict accordance with the Operating rules.
• 1.2. "Users will be notified of updates to these T&C at the email address associated with their account.
• 1.3. Updates to the Operating Rules, Risk Disclosure, Tariff Policy and Privacy Policy will be made available on our website at finerymarkets.com ("Website").
• 1.4. Use of Finery Markets software is subject to the License fee as described in Section 4.
• 1.5. Finery Markets may store crypto addresses and bank credentials of the Users.

2. LIMITATION OF LIABILITIES

• 2.1. FINERY MARKETS, OUR OWNERS, OFFICERS, DIRECTORS, EMPLOYEES AND CONSULTANTS SHALL NOT BE LIABLE TO USER OR ANYONE CLAIMING THROUGH USER FOR ANY INCIDENTAL, DIRECT OR INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES OR LOSSES WHATSOEVER INCURRED IN RELATION TO THESE T&C INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS OR ANTICIPATED SAVINGS, LOSS OF REVENUE OR INCOME, LOSS OF USE OF PRODUCTION, LOSS OF BUSINESS, CONTRACTS AND OPPORTUNITIES, OR ANY OTHER SPECIAL, INDIRECT, OR CONSEQUENTIAL LOSS OR DAMAGE UNLESS SUCH DAMAGE IS CAUSED BY OUR (OR ANY OF OUR EMPLOYEES, AGENTS OR REPRESENTATIVES) WILLFUL MISCONDUCT, GROSS NEGLIGENCE, OR VIOLATION OF APPLICABLE LAW.
• 2.2. USER IS SOLELY RESPONSIBLE FOR MAINTAINING THE ACCURACY AND INTEGRITY OF ITS OWN DATA OR LOSS OF ANY DATA, ANY UNAUTHORIZED ACCESS TO, ALTERATION OF ITS DATA, PROGRAMS OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, FOR LOST OR CORRUPT TRANSACTION OR DATA BY WHATEVER MEANS IN WHATEVER FORMS. FINERY MARKETS, OUR OWNERS, OFFICERS, DIRECTORS, EMPLOYEES AND CONSULTANTS SHALL NOT BE LIABLE FOR ANY DAMAGES WHATSOEVER DUE TO ITS ACTS OR OMISSIONS.
• 2.3. TO THE EXTENT PERMITTED BY APPLICABLE LAW, FINERY MARKETS ARE NOT RESPONSIBLE FOR ANY DECISIONS MADE UPON CONFIRMATIONS OR ANY OTHER DATA PROVIDED BY FINERY MARKETS TO USER.
• 2.4. NEITHER PARTY SHALL BE LIABLE FOR ANY PERSONAL INJURY OR LOSS OF PROFITS.
• 2.5. Finery Markets shall not be liable to User for any unperformed transactions based on missed or incorrect crypto addresses or bank credentials of the Users that were reflected on the Finery Markets software.
• 2.6. The Parties agree that the terms in this limitation of liability represent a reasonable allocation of risk. In no event shall the one Party’s liability to the other Party exceed 50 000 EUR (fifty thousand euros).
• 2.7. Finery Markets’ liability is strictly limited to provision of technical functionality and support provided to Finery Markets software. Finery Markets is in no way liable for any actions, including those of gross negligence, willful misconduct or violation of applicable law, which are the responsibility of any counterparties or any other users including but not limited to those of Finery Markets software.
• 2.8. No action or claim relating to these T&C may be instituted more than one (1) year after the event giving rise to such action or claim.

3. CONFIDENTIAL INFORMATION AND NON-CIRCUMVENTION

• 3.1. Confidential Information for the purposes of these T&C shall mean the information such as characteristics and functionality of Finery Markets software applications, Finery Markets’ trading and order execution methods and their software implementations, operational and settlement processes, designs, product information and other know-how related to Finery Markets software applications, API and other technical information.
• 3.2. Each Party shall at all times keep confidential and shall not disclose to any third party any confidential information acquired in connection with these T&C, any means of communication, business processes or an API specification, except:
  • 3.2.1. as required by Applicable Regulation or under the compulsion of law or by request of any regulatory, government or law enforcement agencies in any jurisdiction; or
  • 3.2.2. the cases where such disclosure is necessary in order to facilitate the fulfillment of the obligations under these T&C and is required by a third party such as an intermediary.
• 3.3. Finery Markets reserves the right to invoice the Users on a License fees basis for any deals, transactions or other involvement in trading conducted by the Users outside the Finery Markets software within a 24-month period if the initial contact between such Users (introduction) was through the Finery Markets software or officers, directors, agents or other Finery Markets’ representatives, unless (i) the parties use Finery Markets software to deal or transact with one another to the extent not allowed by the functionality of Finery Markets software, (ii) the roles of the Users have not been changed compared to their roles at the stage of introduction or (iii) the approval to do so is granted by Finery Markets in writing on a case by case basis.

4. FEES AND PAYMENT PROCEDURES

• 4.1. The Parties have agreed on a License fee for using the Finery Markets software that shall be paid on a monthly basis by User to Finery Markets.
• 4.2. The License fee rate is shown in the Tariff Policy. The License fee does not include VAT
• 4.3. Payment terms and conditions between the Licensor and the Licensee:
  • 4.3.1. The Licensor issues an invoice at the beginning of the month that follows the month for which the License was provided. The License Fee invoice shall be paid within 20 (twenty) working days. For white label services, payment must be made in full in advance and the service start date shall not be scheduled more than 30 days after the signing of the T&Cs. The Licensor will issue the White label fee invoice on the 25th of the month preceding the service period, with payment due by the 1st of the service month.
  • 4.3.2. If the invoice is not settled in the due time then the Licensor has the right to refuse access to Finery Markets software and/or terminate the T&C with immediate effect.
  • 4.3.3. Each Party shall be liable for its own tax obligations and shall bear responsibility for payment of its own taxes in accordance with the applicable tax rules.
  • 4.3.4. The Licensor shall have the right to impose a late payment charge of 0.1% of the amount due per every day of delay. The settlement day is the day on which the appropriate amounts are credited to the Licensor’s bank account.
  • 4.3.5. Payments shall be made to the payment details provided in the applicable invoice.
• 4.4. Finery Markets uses referral mechanics for its Users and non-users. The conditions and procedures for cooperation in the area of referral are described in the Finery Markets Referral Program.

5. WHITE LABEL PROVISIONS

• 5.1. In case of using the Finery Markets software as a software for the purposes of white label the User shall have the right to replace Finery Market's trademarks, logos, and other branding elements with their own, subject to compliance with applicable laws and regulations.
• 5.2. The User is not entitled to make any modifications to the Finery Markets software.
• 5.3. The User agrees to maintain the quality and standards of the Finery Markets software with industry best practices and Finery Market's guidelines.
• 5.4. The User shall not engage in any activities that may tarnish the reputation or goodwill associated with the Finery Markets software or that may lead to confusion or misrepresentation regarding the ownership or origin of the Finery Markets software.

6. TERMINATION AND AMENDMENTS

• 6.1. These T&C shall become effective on the same date when it is signed by both Parties.
• 6.2. Each Party has the right to terminate the T&C at any time by providing written notice to the other Party, through the agreed means of communication stated under the "Communication" section of these T&C, including fourteen (14) day notice period
• 6.3. Any Party may terminate these T&C immediately by giving written notice of termination to the other Party if the other Party commits a material breach of these T&C.
• 6.4. Any Party may terminate these T&C immediately by giving written notice of termination to the other Party if:
  • 6.4.1. the other Party: is dissolved, ceases to conduct all (or substantially all) of its business, is or becomes unable to pay its debts as they fall due, is or becomes insolvent or is declared insolvent; or convenes a meeting or makes or proposes to make any arrangement or composition with its creditors;
  • 6.4.2. an administrator, administrative receiver, liquidator, receiver, trustee, manager or similar is appointed over any of the assets of the other Party;
  • 6.4.3. an order is made for the winding up of the other Party, or the other Party passes a resolution for its winding up (other than for the purpose of a solvent company reorganization where the resulting entity will assume all the obligations of the other Party under the T&C);
• 6.5. Notwithstanding anything to the contrary in these T&C, the obligations contained in Sections 2, 3, 7, 8, 9, and 10 shall survive the termination of these T&C.

7. WARRANTIES

• 7.1. The Parties warrant that they have the legal right and authority to enter into these T&C and to perform their obligations under T&C.
• 7.2. All of the Parties' warranties and representations in respect of the subject matter of these T&C are expressly set out in these T&C.
• 7.3. To the maximum extent permitted by applicable law, no other warranties or representations concerning the subject matter of these T&C will be implied into the Agreement or any related contract.

8. INDEMNIFICATION

• 8.1. Each Party agrees to indemnify and hold harmless the other Party, and its respective directors, shareholders, affiliates, officers, agents, employees, and permitted successors and assigns against any and all claims, losses, damages, liabilities, penalties, punitive damages, expenses, reasonable legal fees and costs of any kind or amount whatsoever, which result from or arise out of any act or omission of the indemnifying Party, its respective directors, shareholders, affiliates, officers, agents, employees, and permitted successors and assigns that occurs in connection with these T&C.

9. COMMUNICATION

• 9.1. Any notice or other communication required or authorized to be given under these T&C shall be done in writing.
• 9.2. Any notice or other communication may be sent by email to the Parties' addresses. Finery Market’s address for notice or communication is legal@finerymarkets.com. User’s address for notice of communication will be the address associated with their account.

10. MISCELLANEOUS

• 10.1. These T&C supersedes any previous agreement(s) between the Parties and constitutes the entire agreement between the Parties relating to the subject matter of these T&C.
• 10.2. If there is any inconsistency between the provisions of these T&C and the Operating Rules, the Operating rules shall prevail.
• 10.3. To the extent that any provision of these T&C is found by any court or competent authority to be invalid, unlawful or unenforceable in any jurisdiction, that provision shall be deemed not to be a part of these T&C and shall not affect the enforceability of the remainder of these T&C nor shall it affect the validity, lawfulness or enforceability of that provision in any other jurisdiction.
• 10.4. The Parties agree that each Party has a right but not an obligation to make the information of User’s using Finery Markets software public by means of a press release or alike.
• 10.5. User’s consent to the collection, storage, and disclosure by Finery Markets and our agents of any confidential information to governmental authorities as required by law or other agreement by or between governments. Confidential information includes personal data, account details, transactional information, and any other information that a reasonable person would consider being of a confidential or proprietary nature.
• 10.6. The captions are for convenience only and in no way define, limit or enlarge the scope of these T&C or any of its Sections.
• 10.7. These T&C and the rights and obligations of the Parties hereunder shall be governed by the laws of England and Wales.
• 10.8. The Parties hereby agree that the Arbitration Service of the Cyprus Chamber of Commerce and Industry (CCCI) shall have exclusive jurisdiction over any issues regarding these T&C. The language of the arbitration shall be English. All differences of any nature that may arise in relation to this contract between the contracting Parties, shall be referred to arbitration by a single Arbitrator in accordance with the provisions of the Arbitration Law of Cyprus, Cap 4. The Arbitrator will be proposed by the Arbitration Service of the Cyprus Chamber of Commerce and Industry (CCCI) and must be approved by the contracting Parties. In case of disagreement between the contracting Parties on the proposed Arbitrator, the Arbitrator will be appointed in accordance with the provisions of the Arbitration Law of Cyprus, Cap 4.

1. TERMS

• 1.1. Words and phrases defined in the Terms & Conditions shall have the same meanings (unless otherwise expressly provided herein) for the purposes of these Operating Rules.
• 1.2. "Confirmation" refers to post-trade data which is issued by the Finery Markets software on a daily basis and consist of (a) User basic information, (b) the terms of any Transaction, including sufficient details to identify such Transaction, (c) current trading limits of a User, (d) current open positions to settle.
• 1.3. "Digital Asset" means any digital or virtual asset such as crypto currency, tokens, coins or alike based on protocols and used by the decentralized peer-to-peer computer networks.
• 1.4. "Exchange(s)" means securities or futures exchanges, clearing houses, self-regulatory organizations, multilateral trading facilities or alternative trading systems including those where Digital Assets are traded or exchanged.
• 1.5. “Inter-dealer trades” refer to trades made between Users who act as Makers on the Finery Markets software. In other words, these trades occur between one User who acts as a Taker (who would also act as a Maker) and the other User who acts as a Maker through either a Maker/Sub-maker account or a Master account, as specified in Table 1 under "Types of Trading" (see FAQ section).
• 1.6. “Markup” is a decimal number that widens (if positive), or tightens (if negative) the spread for a Taker, thus, potentially increasing (decreasing) the profit margin of a Maker/Master.
• 1.7. “NOP” means net open position per asset per counterparty, which is the opposite party in a Transaction. The Finery Markets software calculates NOP of an asset taking into account all Transactions with this asset as well as all Settlement transactions.
• 1.8. Overnight rate is an amount that the Maker or the Master charges their counterparties or Sub-accounts for keeping overnight positions (as this term is defined below).
• 1.9.“Sub-account” is a type of User that only trades with a master and can be either a Sub-maker or a Sub-taker. A Sub-maker account provides liquidity to Sub-takers and Takers , a Sub-taker account consumes liquidity from Master, Maker and Sub-maker accounts, both within the risk limits configuration defined by the Master.
• 1.10. Settlement transaction - an informational message to the transaction counterparty indicating a request for settlement or information about settlement of the open position that happened outside the Finery Markets software. Settlement transactions can be initiated by the User or based on clearing and settlement terms defined by the Users.
• 1.11. Transaction means an action which is done as per T&C between two Users and finalized outside of the Finery Markets by delivery of assets between the two Users.
• 1.12. "User" should have the same meaning reflected in the T&C

2. GENERAL PROVISIONS

• 2.1. Finery Markets offers its Users a peer-to-peer electronic communication software (“Finery Markets software”) that provides communication between the Users about concluding a Transaction or negotiating Transaction terms.
• 2.2. These Operating rules are incorporated into and are an integral part of the T&C.
• 2.3. Prior to concluding a Transaction, Users must enter into a separate bilateral agreement outside the Finery Markets software that should include a clause that makes all communications and exchanges done via Finery Markets software legally binding. However, Finery Markets’ representatives do not check such agreements in place and will not be responsible for any legal consequences of entering and/or not entering into such agreements by Users.
• 2.4. Users must have the ability to affect physical delivery with respect to Transactions occurring via the Finery Markets software; the Finery Markets software is by no means involved in the settlement process; the Transactions occurring on the Finery Markets software are not rolled as a matter of course; and any netting will only be done in accordance with pre-negotiated netting clauses of the respective agreement between the Users.
• 2.5. The Users of the Finery Markets software may be Makers, which interact with the Users through the Finery Markets software by placing resting orders (Limit, Limit Post-only) or providing quotes in Request for Quote (“RFQ”) mode, and Takers, which consume liquidity by sending aggressive orders (these include MarketFOK, MarketIOC, LimitFOK, and LimitIOC) or placing order requests in RFQ mode. The Users may also act as Masters, which means that they can create either Sub-taker or Sub-maker accounts. All communications and relations between two Users regarding the trading activity should be based on the bilateral terms & conditions, agreements and other legal documents.
• 2.6. It is the sole responsibility of the Masters to provide all necessary due diligence and AML procedures of their Sub-accounts, as well as compliance of such Sub-accounts with Finery Markets Operating Rules. Finery Markets bears no liability for actions taken by Sub-account users under a Master's account. By inviting Sub-accounts, Masters agree to assume full responsibility for the actions and conduct of their Sub-account users, absolving the Finery Markets software from any resultant liabilities or claims arising from the usage of these Sub-accounts. KYC/KYB/AML procedures can be implemented by Finery Markets to the Sub-account Users that pay fees to Finery Markets directly. For avoidance of doubt, Finery Markets shall be responsible for trade disputes resolution between Users caused by technical issues in the Finery Markets software.
• 2.7. A Master has the following functionality:
  1. inviting and / or enabling Sub-accounts;
  2. setting up markups on its Sub-accounts;
  3. setting up Overnight rates on its Sub-accounts as well as on Takers;
  4. managing risks of Sub-accounts, including gross and margin limits, short sales permission and limits per asset;
  5. сreating, sending and committing User’s settlement transactions;
  6. Managing settlement transactions in order to provide clearing and settlement services ;
  7. disabling Sub-accounts.
• 2.8. Finery Markets offers neither clearing nor settlement services, but offers position and transaction keeping software for clearing and settlement confirmation process management between Users. The User that provides clearing and settlement services shall be responsible for:
  • 2.8.1. informing Users of its rulings regarding clearing and settlement process;
  • 2.8.2. Users on-boarding, off-boarding and maintenance under their Sub-accounts;
  • 2.8.3. operational disputes resolution connected with limits and liquidity configurations of the Finery Markets software.
  In case of contradictions between trade clearing and settlement confirmation process within Finery Markets software and the processes of the User providing clearing and settlement services outside of the Finery Markets software, the latter shall apply. Finery Markets may highlight Users that operate a non-standard clearing and settlement process that may be different from the default clearing and settlement confirmation process and assumes that Users entering transactions are aware of the specific details.
• 2.9. Finery Markets is not responsible for compliance by Users with any applicable laws or regulatory obligations in the country of their incorporation or operation.
• 2.10. Compliance with these Operating rules is required and is a condition for using the Finery Markets software. Finery Markets reserves the right to restrict or suspend a User’s access to and use of the Finery Markets software if Finery Markets determines in its sole discretion that a User’s activity fails to conform to these Operating Procedures, or if a User violates the terms of any other agreement with Finery Markets.
• 2.11. Any use of a third party's trademark on our website is solely for the purpose of identification and description, and does not constitute an endorsement, sponsorship, or affiliation of this website with the trademark owner. The use of any third party trademark on the website is not intended to imply any association with or endorsement by the trademark owner, nor does it grant any rights to use such a trademark without the prior written permission of the trademark owner. Any unauthorized use of a third party's trademark may be subject to legal action by the trademark owner.
• 2.12. Finery Markets may make changes to these Operating rules in accordance with the T&C. If there is any inconsistency between the fee conditions displayed on the Website after authorization and those stated in the Tariff policy, the fee conditions displayed on the Website after authorization will take precedence. Finery Markets applies Сalculation Methodology for Fees.
• 2.13. The actual version of the Operating rules is available at the website (finerymarkets.com).

3. SYMBOLS

• 3.1. Finery Markets has the sole discretion to admit or remove available symbols in accordance with its Digital Asset Assessment Policy published on the Website.
• 3.2. The list of available symbols is published on the Finery Markets software.

4. TRANSACTION COMMUNICATION

• 4.1. Any Transaction on the Finery Markets software is entered into within trading limits that are pre-defined by a User.
• 4.2. Finery Markets software allows its Users to configure several types of trading limits: Counterparty (i.e., bilateral) limits, and Margin requirements:
  • 4.2.1. Counterparty limits are set against a particular counterparty;
  • 4.2.2. Margin requirements are optionally set up by Makers and Masters and define the initial and maintenance margin required for trading.
• 4.3. Entering into a new Transaction is allowed only if Counterparty gross free limits are positive and Margin requirements are met:
  • 4.3.1. Counterparty gross free limit = Counterparty gross limit - Counterparty gross exposure;
  • 4.3.2. Gross exposure is equal to the max of an abs value of all short positions and abs value of all long positions.
  • 4.3.3. Counterparty gross exposure is equal to the max of an abs value of all short positions and abs value of all long positions with the counterparty.
  • 4.3.4. When calculating exposure (i.e., limit utilization), open orders and unsettled transactions are taken into account; worst case scenario approach is applied. For the exact calculation of limits and detailed methodology, please, contact Finery Markets’s representative.
• 4.4. When checking the Margin requirements (if applicable), the Finery Markets software compare the current Equity of a Taker, which is equal to the sum of NOP of a Taker per counterparty (“Equity”), with the thresholds below:
  • 4.4.1. Maintenance. If the Equity decreases lower than maintenance margin requirement, which is specified in % of the gross limit, Makers and Masters have the right to liquidate Takers’ NOPs.
  • 4.4.2. Restricted trading. If the Equity decreases lower than the restricted trading margin requirement, which is specified in % of the gross limit, Takers will not be able to execute more trades unless the value of their Equity increases above this threshold.
  • 4.4.3. Initial margin. Initial margin requirement is the minimal amount of the collateral needed for normal trading. It is specified in % of the gross limit. User’s settlement transactions that lead to the Equity lower than the initial margin requirement will be rejected.
  • 4.4.4. When calculating utilization, open orders and unsettled transactions are taken into account; the worst case scenario approach is applied. For the exact calculation of limits and detailed methodology, please, contact Finery Markets’s representative.
• 4.5. The values of the limits are defined by Users. Counterparty limits and Margin requirements, if applicable, set on a counterparty are visible to this counterparty if the counterparty also sets a limit on the User.
• 4.6. There is a self-trading prevention mechanism which means a User cannot enter into a Transaction with itself.
• 4.7. Makers are not allowed to trade with other Makers. It may lead to the situation when there is a bid price higher than the best offer, or an offer lower than the best bid (so-called crossed markets).
• 4.8. Makers can specify an Overnight rate for the NOP which has not been settled by the counterparty. This charge is automatically added to an NOP at 0:00 UTC. A charge can be both negative or positive. Finery Markets is not providing swaps or other interest rate derivatives trading and invoices Makers for a fraction of Overnight rates in case such functionality is used.

5. HOURS OF OPERATION

• 5.1. The Finery Markets software is normally available 24 hours per day 7 days a week.
• 5.2. The Finery Markets software may be unavailable due to planned or unplanned technical maintenance. Finery Markets undertakes to inform the Users about any maintenance as early as possible.
• 5.3. Finery Markets does not guarantee the availability of its Finery Markets software unless a service level agreement (SLA) is in place with a particular User and recommends to have back-up channels for order execution.

6. PARTICIPANT ADMISSION

• 6.1. Admission to the Finery Markets software is subject to the due diligence checks.
• 6.2. Users agree to provide information and/or documentation requested by Finery Markets.
• 6.3. Users that do not provide the required information during the on-boarding process will not be permitted to access the Finery Markets software.
• 6.4. Users are responsible for keeping already provided information up-to-date.
• 6.5. Finery Markets has a right not to grant access to the Finery Markets software and disable the current active account without specifying a reason.

7. ACCESS METHODS

• 7.1. Users may access the Finery Markets software by way of either Website if they choose to transact on the Finery Markets software by graphical user interface (“GUI”) or application program interface (“API”). Both ways require authorized access. Production credentials are provided by Finery Markets’s representatives.
• 7.2. Users must keep Finery Markets fully informed at all times of the identity of each software program or system that directly or indirectly accesses the Finery Markets software via API.
• 7.3. Finery Markets also provides access to the sandbox version of the Finery Markets software that can be used for testing purposes.
• 7.4. In case of lost or compromised Website credentials and/or API keys, a User must immediately contact Finery Markets in order to prevent unauthorized activity.

8. DATA

• 8.1. Finery Markets makes available to its Users market data, consisting of quotes placed by other Users. Users may receive market data via both GUI and API.
• 8.2. Market data feed is modified and disseminated in accordance with the current TP limits. In addition, a taker-specific markup can be applied by a Maker. That means each Taker has a unique data feed. In addition to the user-specific data feed, there is an aggregated market data feed that is composed of all orders placed by Makers regardless of the TP limits.
• 8.3. Finery Markets is entitled to disseminate completely anonymous market data on the Finery Markets websites, including but not limited to pulse.finerymarkets.com, and make historical and real-time market data available to its subscribers pursuant to legal agreements with Finery Markets. In addition, Finery Markets has a right to disclose to its User certain trading statistics such as the share of this User of the overall trading volume of another User, which is a counterparty to the former.
• 8.4. On a daily basis, Finery Markets provides each User with a Confirmation by sending it to the authorized email address.
• 8.5. Any timestamp in the data is in UTC timezone.

9. SUPPORTED TRADING MODES AND ORDER TYPES

• 9.1. The Finery Markets software supports the following order types for the firm order book trading mode:
  • 9.1.1. Limit. A limit order allows buying or selling at a specific price or better.
  • 9.1.2. Limit Post-only. The post-only limit order ensures that a new limit order will be added to the order book only if it does not match with a pre-existing limit order.
  • 9.1.3. Limit Immediate-or-Cancel (IOC). IOC limit order is an order that must be immediately filled at the specified limit price or better. If it is not completely filled, the resting size will be canceled. Partial fills are allowed.
  • 9.1.4. Limit Fill-or-Kill (FOK). FOK limit order is an order that must be immediately filled entirely at the specified limit price or better. Otherwise, it will be totally canceled. No partial fills are allowed.
  • 9.1.5. Market IOC. IOC market order is an order that must be immediately filled at any market price. If it is not completely filled (due to insufficient liquidity in the order book), the resting size is canceled. Partial fills are allowed.
  • 9.1.6. Market FOK. FOK market order is an order that must be immediately filled entirely at any market price. Otherwise if there is insufficient liquidity in the order book, it will be totally canceled. No partial fills are allowed.
• 9.2. By default, a User have access to specific order types depending on its role:
  • 9.2.1. Makers can use Limit and Limit Post-only order types;
  • 9.2.2. Takers can use Market and Limit IOC as well as Market and Limit FOK order types.
• 9.3. As a measure to improve overall liquidity and eliminate “toxic” trading flow on the Finery Markets software, all aggressive orders are delayed by 100 milliseconds (so-called “latency floor”) as identified in Clause 2.
• 9.4. The Finery Markets software facilitates trading in a RFQ mode, under which:
  • 9.4.1. Takers submit requests for quotes, specifying the desired order’s side (buy or sell) and the size of the asset.
  • 9.4.2. Makers respond by providing price quotes based on the Takers’ requests.
  • 9.4.3. Takers may submit an order request to a selected Maker, based on the quotes received.
  • 9.4.4. The selected Maker retains the right to perform a “last look” and may confirm or decline the order.
• 9.5. Execution of orders in RFQ mode takes place on the external trading platform of the selected Maker. The Maker may decline the order due to the “last look” process or the order may not be executed as a result of technical issues related to integration, which is beyond the control of Finery Markets. Finery Markets assumes no responsibility for order rejections caused by third-party processes, including “last look” or integration errors.

10. FAIR USE OF THE SOFTWARE

• 10.1. Finery Markets provides Users with technological tool and expects fair use of the Finery Markets software from the Users.
• 10.2. It is prohibited to use the Finery Markets software for abusive trading practices. Abusive trading practices include but are not limited to the following:
  • 10.2.1. Painting the tape. Engaging in a series of Transactions to give the impression of activity or price movement in an asset.
  • 10.2.2. Wash trade, wash sale. Improper Transactions in which there is no genuine change in actual ownership of an asset.
  • 10.2.3. Advancing the bid. Increasing the bid for an asset to increase its price.
  • 10.2.4. Pumping and dumping. Buying activity to increase prices in order to consequently sell at higher prices.
  • 10.2.5. Spoofing techniques. Placing a bona fide order on one side of the market while entering order(s) on the other side of the market without intention to trade those orders.
• 10.3. The Finery Markets software currently has a limited number of tools designed to protect it against excessive load and other errors. The Finery Markets software limits the maximum number of WebSocket connections per a single IP address to 100. However, there are neither rate limits on Transactions-per-second ratio, nor rate limits on filled-to-sent orders ratio, nor fat-finger checks (limits on the quantity or notional amount of orders etc.)
  • 10.3.1. rate limits on Transactions-per-second ratio;
  • 10.3.2. rate limits on filled-to-sent orders ratio;
  • 10.3.3. fat-finger checks (limits on the quantity or notional amount of orders etc.).
• 10.4. Users must have in place adequate systems and controls to ensure their ongoing compliance with these Operating Rules and management of their activities via the Finery Markets software.
• 10.5. Where there is a material disruption, including malfunctions of the Finery Markets software, attempts to commit market abuse, failure by a third party that is required for the Finery Markets software, an emergency or extraordinary market conditions, or a force majeure event, Finery Markets may take such actions it deems necessary to restore the proper operation of the Finery Markets software. In the event of a system failure where the Finery Markets software experiences a service loss, open orders will be canceled regardless of their time in force. Orders that were filled but not yet confirmed will be considered filled.

11. COMPLIANCE

• 11.1. Users are required to comply with U.S., E.U., and other applicable export control and sanctions laws and regulations at all times.
• 11.2. Users will not be permitted to use the Finery Markets software if:
  • 11.2.1. any of its owners, directors, workers or employees is a person whose name appears on the list of Specially Designated Nations and Blocked Persons published by the United States Department of Treasury Office of Foreign Assets Control (“OFAC”) (each, an “OFAC-Listed Person”), the United Kingdom’s HM Treasury Sanction List, the European Union’s Consolidated Sanctions List, or any other applicable sanctions list;
  • 11.2.2. a User or any owner or senior manager of a User is a department, agency or instrumentality of, or is otherwise directly or indirectly controlled by or acting on behalf of the government of any country that is the target of any of the several economic sanction programs administered by OFAC (31 C.F.R. Parts 501 through 598) or any OFAC-Listed Person;
  • 11.2.3. any of the funds used by a User to perform any of its obligations constitute or will constitute funds obtained from or on behalf of any OFAC-Listed Person or any other person subject to applicable sanctions.

12. ERRONEOUS TRANSACTIONS

• 12.1. Erroneous Transactions are those where:
  • 12.1.1. the counterparty is not an authorized Finery Markets User,
  • 12.1.2. the User exceeds any applicable CP limit, as a result of the User entering into such Transaction,
  • 12.1.3. the asset that is the subject of such Transaction is not permitted.
• 12.2. Both the User and Finery Markets may initiate a Transaction review if a User or Finery Markets believes a Transaction constituted an Erroneous Transaction. However, Finery Markets is not under any obligation to review any Transaction and shall not be liable for any failure to do so.
• 12.3. Finery Markets will use its good faith efforts to make a Transaction review including contacting the parties to such Transaction and assisting the parties to arrive at a resolution by providing necessary information related to the Transaction in question such as extracts from a database, ledger of operations, logs etc.

1. PURPOSE

1.1 The purpose of this policy is to identify the digital assets that are offered by Users using the Finery Markets software.

1.2 Finery Markets will use a risk-based approach to identify assets that may be offered by Finery Markets to Users. This risk-based approach is an industry-standard approach that mitigates potential high-risk assets which might be implicated in an activity such as fraud, money laundering, or other prohibited activity.

2. SCOPE

2.1 Finery Markets reserves the right to revise this policy at any time and for any reason.

2.2 Certain elements of this policy may be superseded by changes in the law of Finery Markets’ governing jurisdiction.

3. CRITERIA

3.1 Liquidity. The asset should have equal to or greater than an average of $10 million USD in average daily volume as measured in the preceding 30 calendar days. The volume data from Coinbase Pro, Binance, FTX, Kraken, Gemini, and Bitstamp as shown by coingecko.com will be used to assess this criterion.

3.2 Privacy. Finery Markets does not accept digital assets that are explicitly or implicitly designed to provide anonymity which might violate applicable regulations, including but not limited to anti-money laundering and tax reporting (so-called “privacy coins”).

3.3 Regulation. Finery Markets does not accept

• 3.3.1 Assets that would be classified as a security or a regulated financial instrument either in the jurisdiction where they are issued, in the jurisdiction where Finery Markets operates, or any other jurisdiction at the discretion of Finery Markets.
• 3.3.2. Assets should not require Finery Markets to report a value-added tax in Cyprus.
• 3.3.3. Assets that would violate any other applicable laws, regulations, third-party rights and can not be in violation of public interests, public ethics or other’s legitimate interests would not be offered to the User.

3.4 Reputation.

• 3.4.1. Assets must be listed on at least 1 major exchange based in the European Union (EU) or the United States (US). A major exchange is one that is based in either the US or the EU and in the top-10 exchanges by volume on coingecko.com.
• 3.4.2. The legal entity issuing the asset, including but not limited to the directors, executive team and advisors should not be subject to negative publicity including but not limited to official sanctions lists of states or individuals that are published by various authorities on a national and international level including by not limited to the OFAC Specially Designated Nationals and Blocked Persons or the European Union Consolidated Financial Sanctions list, or court judgments.
• 3.4.3. The asset has not been an active participant in trading manipulation or illegal trading including but not limited to scams, wash trading, or pump and dump schemes.

4. INITIAL AND ONGOING MONITORING

4.1 Before any asset is made available by Finery Markets to the Users, it will be subject to a written risk assessment as specified above.

4.2 All accepted assets will be subject to an annual review or may be subject to review at the request of a corporate director.

4.3 Ongoing monitoring for asset changes to this policy, including but not limited to adverse media or changes to liquidity will be conducted using industry-standard methods.

5. RESPONSIBLE PERSON

5.1 The corporate director will be responsible for updating this policy on no less than an annual basis.

5.2 The corporate director will be responsible for conducting an initial review of assets, ongoing monitoring of assets, and an annual review of assets.

5.3 The corporate director will be responsible for directing Finery Markets executives to de-list any asset which is not in compliance with this policy.