effective date: April 9, 2021
Operating rules

1. TERMS

1.1. "Confirmation" refers to post-trade data which is issued by the Platform on a daily basis and consist of (a) User basic information, (b) the terms of any Transaction, including suƧcient details to identify such ransaction, (c) current TP limits of a User, (d) current open positions to settle.
1.2. "Digital Asset" means any digital or virtual asset such as crypto currency, tokens, coins or alike based on protocols and used by the decentralised peer-to-peer computer networks.
1.3. "Exchange(s)" means securities or futures exchanges, clearing houses,   self-regulatory organisations, multilateral trading facilities or alternative trading systems including those where Digital Assets are traded or exchanged.
1.4. "Transaction" means any transaction concluded by a User on the Platform pursuant to the terms of this Operating rules and User agreement.
1.5. "User" is a legal entity that has entered into a User agreement with Finery in order to facilitate trade execution on the Platform.

2. GENERAL PROVISIONS

2.1. Finery offers its Users an electronic communication platform (“Platform”) that allows executing Transactions in spot-settled digital assets and fiat currencies.
2.2. These Operating rules are incorporated into the User agreement between Finery and the Users of its Platform.
2.3. Prior to executing Transactions, Users must agree on mutual counterparty limits as described below and sign a master trading agreement. The master trading agreement must include a clause that makes Transactions done on the Platform legally binding.
2.4. Users must have the ability to effect physical delivery with respect to Transactions occurring via the Platform; the Platform is by no manner of means involved in the settlement process; the Transactions occurring on the Platform are not rolled as a matter of course; and any netting will only be done in accordance with a pre-negotiated netting clauses of the master trading agreement between the Users.
2.5. The Users of the Platform may be either makers, which provide liquidity to the Platform by placing resting (limit) orders, or takers, which consume liquidity by sending aggressive orders.
2.6. Finery is neither a party to any Transaction nor a central counterparty. Finery is not responsible for and shall not be liable for the default of any User on any Transaction. Transactions undertaken on the Platform are not subject to any compensation schemes.
2.7. Finery offers neither clearing nor settlement services.
2.8. Users are legally bound to a Transaction with their counterparty. In the event of any uncertainty between Users about the details or the very existence of a particular Transaction, the existence of the Transaction and its terms as written in the database of the Platform shall be decisive.
2.9. Finery 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 transacting on the Platform. Finery reserves the right to restrict or suspend a User’s access to and use of the Platform if Finery 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 or applicable law or regulation.
2.11. Finery may make changes to these Operating rules at its sole discretion without prior notification of its Users by posting the updated information on its website.
2.12. The actual version of the Operating rules is available at the website https://finerymarkets.com (“Website”).

3. SYMBOLS

3.1. Trading on the Platform is offered in spot-settled digital assets tradable versus fiat currencies as well as versus other digital assets.
3.2. Finery has the sole discretion to admit or remove available symbols.
3.3. The list of available symbols is published on the Website.

4. EXECUTION

4.1. Any Transaction on the Platform is entered into within trading limits (“TP limits”) that are pre-defined by a User.
4.2. There are two types of TP limits: Global net and gross limits and Counterparty (i.e.,bilateral) net and gross limits:
4.2.1. Counterparty limits are set against a particular counterparty;
4.2.2. Global limits are the cumulative limits of a User.
4.3. There are two subtypes of TP limits: gross and net.
4.3.1. Entering into a new Transaction is allowed only if both gross and net free limits are positive; otherwise the order will be rejected:
4.3.1.1. Free gross limit = Gross limit - Gross exposure;
4.3.1.2. Free net limit = Net limit - Net 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. Net exposure is equal to the current P&L of all open positions.
4.3.3. When calculating utilization, open orders and unsettled transactions are taken into account; worst case scenario approach is applied. For the exact calculation of TP limits and detailed methodology, please, contact Finery’s representative.
4.4. The values of the TP limits are defined by Users, communicated to the Finery’s representative and set up by the latter.
4.5. A User can enter into Transactions only with those other Users (counterparties) with which this User has an established legal relationship (it may imply a purchase and sales agreement, an estimated and approved counterparty limit etc.). However, Finery’s representatives do not check the agreements in place and set up Counterparty limits per the instruction from the Users.
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 for a price higher than the best offer, or an offer for a price lower than the best bid (so called crossed markets).

5. HOURS OF OPERATION

5.1. The Platform is normally available 24 hours per day 7 days a week.
5.2. The Platform may be unavailable due to planned or unplanned technical maintenance. Finery undertakes to inform the Users about any maintenance as early as possible.
5.3. Finery does not guarantee the availability of its Platform 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 Platform is subject to the due diligence checks.
6.2. Users agree to provide information and/or documentation requested by Finery.
6.3. Users that do not provide the required information during the on-boarding process will not be permitted to access the Platform.
6.4. Users are responsible for keeping already provided information up-to-date.
6.5. Participants must ensure their adequate financial soundness and that they have suffcient resources for complying with these Operating Rules and for guaranteeing settlement of Transactions.
6.6. Finery has a right not to grant access to the Platform without specifying any reason.

7. ACCESS METHODS

7.1. Users may access the Platform by way of either Website if they choose to transact on the Platform by graphical user interface (“GUI”) or application program interface (“API”). Both ways require authorised access. Production credentials are provided by Finery’s representatives.
7.2. Users must keep Finery fully informed at all times of the identity of each software program or system that directly or indirectly accesses the Platform via API.
7.3. Finery also provides access to the demo version of the Platform 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 in order to prevent unauthorised activity.

8. DATA

8.1. Finery 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. 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 is entitled to disseminate completely anonymous market data on the Finery public website and make historical and real-time market data available to its subscribers pursuant to legal agreements with Finery.
8.4. On a daily basis, Finery provides each User with a Confirmation by sending it to the authorised email address.
8.5. Any timestamp in the data is in UTC timezone.

9. ORDER TYPES

9.1. The Platform supports the following order types:
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 cancelled. 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 cancelled. 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 insuffcient liquidity in the order book), the resting size is cancelled. 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 insuffcient liquidity in the order book, it will be totally cancelled. 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.

10. MARKET INTEGRITY

10.1. Finery fosters market integrity and expects fair trading behavior from the Users.
10.2. Abusive trading practices are prohibited. 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 Platform currently does not contain mechanisms designed to protect it against excessive load and other errors such as:
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. While the Platform intends to introduce some measures in the future, it is currently the responsibility of the Users to control their trading behavior. Users must have in place adequate systems and controls to ensure their on-going compliance with these Operating Rules and management of their trading activities.
10.5. Where there is a material disruption on the Platform, including malfunctions of the Platform, attempts to commit market abuse, failure by a third party that is required for the Platform, an emergency or extraordinary market conditions, or a force majeure event, Finery may take such actions it deems necessary to restore the proper operation of the Platform. In the event of a system failure where the Platform experiences a service loss, open orders will be cancelled 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 Platform 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 Offce 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. INVALID TRANSACTIONS

12.1. There are two types of Transactions that may be deemed invalid and cancelled:
12.1.1. Erroneous Transactions;
12.1.2. Off-market Transactions.
12.2. Erroneous Transactions are those where:
12.2.1. the counterparty is not an authorized Finery User,
12.2.2. the User exceeds any applicable CP limit, as a result of the User entering into such Transaction,
12.2.3. the asset that is the subject of such Transaction is not permitted.
12.3. Off-Market Transactions are Transactions with the price deviating by more than 10% from the prevailing prices dealt for trades executed on by other Users on the Platform or on Exchanges at or around the time of the Transaction. The prevailing market is determined by Finery, in its sole discretion, based on current market conditions.
12.4. Both the User and Finery may initiate a Transaction review if a User or Finery believes a Transaction constituted an Erroneous or Off-Market Transaction. However, Finery is not under any obligation to review any Transaction and shall not be liable for any failure to do so.
12.5. Finery 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 which is reasonably acceptable to those parties. Finery will not review any Transaction that has already settled. A final determination will be made by Finery in its sole discretion and will be made as soon as reasonably possible. Use of the Platform constitutes acceptance of Finery's right to resolve disputed Transactions in accordance with this Operating rules.

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