Multi-Currency Receivable & Payable Accounts TERMS & CONDITIONS Global Tribe DeFi

This document sets forth the Deposit Agreement ("Agreement") between Global Tribe DeFi ("GTD") and the individual(s) or entity(ies) named hereon ("Customer"). The Agreement is made up of the terms and conditions stated herein, together with any resolutions or authorizations accompanying this signature card, if applicable, and the Rules, Regulations, Agreements, and Disclosures of GTD.

  1. By entering into this Agreement, Customer agrees to be bound by the Rules, Regulations, Agreements, and Disclosures established by GTD from time to time, as well as any clearing house rules and regulations, state and federal laws, recognized banking practices and customs, and service charges that may be established by GTD from time to time. Customer acknowledges that this Agreement is also subject to laws regulating transfers at death and other taxes.
  2. All signers hereby authorize GTD to act as a depository under the terms and conditions of this Agreement.
  3. GTD is authorized to recognize the signatures executed hereon in such numbers as indicated, for the withdrawal of funds or transactions of any other business regarding this account until written notice to the contrary is received by GTD.
  4. In the event of overdraft or overpayment on this account, whether by error, mistake, inadvertence or otherwise, the amount of such overdraft or overpayment shall be immediately paid to GTD.
  5. Customer acknowledges and agrees that GTD, for itself and as agent for any affiliate of Global Tribe DeFi, is granted a security interest in, and may, at any time, set off against any balance in this account any debt owed to GTD by any person having the right of withdrawal or any debt owed to GTD by any entity listed under the Account Title. A debt includes, but is not limited to, an obligation owing to GTD, whether now existing or hereafter acquired by GTD whenever payable and without regard to whether arising as maker, drawer, endorser, or guarantor.
  6. All signers acknowledge receipt of a copy of the Rules and Regulations, Agreements, and Disclosures of GTD and agree to be bound by the terms set forth therein. By signing this Agreement, all signers agree to the Terms and Conditions set forth herein.
All signers agree to the Terms and Conditions set forth herein and acknowledge receipt of a copy of the Rules and Regulations, Agreements, and Disclosures of GTD and agree to the terms set forth therein.

FOREIGN EXCHANGE AGREEMENT

This Foreign Exchange Agreement ("Agreement") is between Customer and GTD.
Customer and GTD hereby agree as follows:

1. This document outlines the terms and conditions that govern each FX Transaction entered into by Global Tribe DeFi (GTD) and the individual or entity engaging in the transaction (“Customer”). FX Transaction refers to any forward purchase or sale of foreign exchange, swap or option on foreign exchange, or any combination thereof. Upon Customer’s request, GTD may provide a Quote for the prices and fees at which GTD will execute the FX Transaction via telephone or online system. The Quote will detail the amount of each Currency that each party will buy or sell and the Value Date on which such Currencies are to be delivered. If the Customer accepts the Quote either by phone or by selecting the book deal button online, the parties will be bound by the terms of the Quote, and it will become an FX Transaction subject to this Agreement. If the Quote is not accepted, it terminates, and neither party has any further responsibility in connection with it. A Confirmation will be promptly sent to the Customer via email confirming the details of the FX Transaction. Within five Business Days of the verbal acceptance of the Quote, one party will pay the other party in collected funds any fee included in the Quote as provided in the Confirmation. Each party shall deliver to the other party the amount of the Currency to be delivered by it pursuant to each FX Transaction on the relevant Value Date. If on any Value Date, each party is obligated to deliver an (aggregate) amount of the same Currency to the other, then only the party owing the larger amount of such Currency shall deliver to the other the excess of such larger amount over the smaller amount, and if the amounts are equal, no delivery of the Currency shall be made. “Currency” refers to money denominated in the lawful currency of any country or the Euro. "Business Day" refers to any day on which GTD is open for business in Canada. This Agreement incorporates each Confirmation.

2. A minimum net margin deposit of 10% will be required on all forward FX Transactions. If the Margin deposit falls below 80% of the required margin after mark-to-market, GTD may, at its option, close the customer’s open position to prevent additional exposure.

3. Each party represents and warrants to the other on the date of this Agreement and on the date of each FX Transaction as follows: (a) It is duly organized and existing under the laws of the state of its organization, is qualified to conduct business, and is in good standing in each jurisdiction in which its business is conducted; (b) The execution, delivery, and performance of this Agreement are within its power, have been duly authorized by all necessary action, are its legal, valid, and binding obligations, and do not conflict with any provision of its charter or bylaws (or equivalent documents), or of any law, indenture, agreement or undertaking to which it is a party or by which it is bound; (c) It is capable of understanding (on its own or with independent professional advice, which it will seek if appropriate) the risks involved in an FX Transaction and assumes such risks; (d) Neither party is acting as a fiduciary or advisor to the other; and (e) Neither party has any obligation to enter into any FX Transaction.

4. This provision outlines the events that would lead to an event of default ("Event of Default") with respect to a party. An Event of Default would arise if the party (a) fails to deliver a Currency or make any payment as required under this Agreement within 1 Business Day of such delivery or payment being due; (b) fails to perform or observe any other term, covenant or obligation contained in this Agreement; (c) becomes insolvent or unable generally to pay its debts as they come due, commences a voluntary case or other proceeding or has commenced against it an involuntary case or other proceeding under any laws relating to bankruptcy, insolvency, reorganization, arrangement, debt adjustment, or debtor relief, makes any assignment for the benefit of its creditors, seeks or becomes subject to the appointment of a receiver, trustee, custodian, or similar official for all or substantially all of its property, terminates its existence or dies; (d) makes any representation in this Agreement that proves to have been false or misleading in any material respect at the time made or affirmed; and (e) if "Cross-default" is specified in the Confirmation as applying to Customer, fails to make any payment or perform or observe any term or covenant under any other instrument or agreement between Customer and GTD.

5. (a) If an Event of Default with respect to a party occurs and is continuing, the non-defaulting party (“NDP”) may, by written notice to the defaulting party stating the relevant Event of Default, designate a date at least 5 but not more than 30 Business Days from the date of the notice on which all FX Transactions then outstanding will terminate ("Early Termination Date”). In connection with an Early Termination Date, GTD will: (i) Obtain quotes for each terminated FX Transaction from three (or more) leading Currency dealers in the relevant market for the price ("Market Price") the NDP would be required to pay (or would receive) to enter into an FX Transaction with a leading Currency dealer in the relevant market which would provide to such party a return equal to the economic equivalent such party would receive if the terminated FX Transaction had not been terminated. (The Market Price will be the quote (or, if more than three quotes are obtained, the average of all quotes) remaining after the highest and lowest quotes are discarded); (ii) if a Market Price cannot be determined for any terminated FX Transaction, or the Market Price which would be determined does not produce a commercially reasonable result, determine in good faith from available sources the total loss (or gain) ("Substitute Market Price") incurred by the NDP as a result of the termination of the FX Transaction (A loss shall include, among other things, any loss incurred in terminating, obtaining or re-establishing any hedge or related trading position, but shall exclude any costs or expenses described in subsection (e) below); (iii) If the Value Date for any FX Transaction occurs on or prior to the Early Termination Date but the required delivery of Currency has not been made before the Early Termination Date, calculate the net amount to be paid (or received) by the NDP with respect to all such FX Transactions ("Unpaid Amounts"); and (iv) Determine (X) the sum of all Market Prices the NDP would be required to pay, all Substitute Market Prices which represent a loss by the NDP, and all Unpaid Amounts which represent an amount to be received by the NDP (“NDP Loss”), and (Y) the sum of all Market Prices the NDP would receive, all Substitute Market Prices which represent a gain by the NDP, and all Unpaid Amounts which represent an amount to be paid by the NDP ("NDP Gain").
(b) Within two Business Days after the Early Termination Date (or within two Business Days after notice from GTD, if the party making the payment is not GTD), the defaulting party shall pay to the NDP the amount by which the NDP Loss exceeds the NDP Gain; provided that, if the NDP Gain exceeds the NDP Loss, the NDP shall pay the defaulting party such excess.
(c) The defaulting party will indemnify the NDP for all of the costs and expenses incurred by such party in the enforcement and protection of its rights and the collection of amounts due under this Agreement, including attorney's fees and costs, and the allocated fees and costs of in-house counsel.
(d) Each payment under this Section 4 shall be made in U.S. Dollars and the party making such payment shall convert any such payment which would be otherwise be made in a different Currency into an equivalent amount of U.S. Dollars at the relevant spot exchange rate (of a recognized Currency dealer selected in good faith by such party) for value at or before 11:00 a.m. Vancouver time on the date the payment is to be made.
(e) Any amount that is required to be paid by one party to the other under the terms of this Agreement and is not paid when due shall bear interest at a rate equal to the Reference Rate plus 5%, which rate shall change as the Reference Rate changes. Such interest shall be charged on the basis of a 360 day year for actual days elapsed from the date the amount is due until paid in full. "Reference Rate" means the per annum rate announced by GTD for that day at its corporate headquarters as its Reference Rate. The Reference Rate is an index rate determined by GTD from time to time as a means of pricing certain extensions of credit and is neither directly tied to any external rate of interest or index nor necessarily the lowest rate of interest charged by GTD at any given time.

6. (a) Except for documents specifically referenced herein, this Agreement constitutes the entire agreement and understanding of the parties with respect to its subject matter and supersedes all prior communications, whether written or oral, between the parties with respect thereto. This Agreement may not be amended or waived except by a writing signed by the parties. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original and all of which, taken together, shall constitute one and the same agreement. (b) GTD’s rights, powers and remedies provided herein are cumulative and shall be in addition to all rights, powers and remedies provided by law. Any forbearance, failure or delay on GTD’s part in exercising any right, power or remedy hereunder shall not be deemed a waiver thereof and any single or partial exercise of any right, power or remedy shall not preclude the further exercise thereof. (c) This Agreement and all Confirmations will be governed by and construed according to the laws of the State of California. Should any one or more provisions of this Agreement be determined to be illegal or unenforceable, all other provisions nevertheless shall remain effective. (d) Except where otherwise stated in this Agreement, all notices and other communications to either party hereunder shall be in writing (including telex, facsimile or similar writing) and shall be given to such party at its address, telex number or facsimile number set forth in the most recent Confirmation. Each such notice or other communication shall be effective (i) if given by telex or facsimile, when such telex or facsimile is transmitted and the appropriate answer back is received or (ii) if given by any other means, when delivered at the appropriate address. (e) Customer may not assign (whether by operation of law or otherwise) its rights or obligations under this Agreement without GTD’s written consent. This Agreement shall insure to the benefit of and be binding upon the parties’ successors and permitted assigns. (f) Each party may electronically record any telephone conversation between the parties in connection with this Agreement or any FX Transaction. (g) Nothing in this Agreement shall be construed to amend or interpret any credit arrangement of Customer with GTD. The execution of this Agreement is independent of any credit extension and does not imply that any credit extension will be made except to the extent otherwise provided herein. (h) In the event of any inconsistency between this Agreement and any Confirmation, the Confirmation will prevail. (i) GTD may apply any money or property of Customer in GTD’s possession or under its control to the payment of any amount due from Customer under any FX Transaction. (j) Customer authorises GTD to transfer (to Customer or to any third party) any funds payable to Customer pursuant hereto (“Payment Instruction”) according to any verbal, electronic, or written instructions given by one who purports to be an authorised representative of Customer. As a security procedure GTD will call back a second authorised representative of Customer to verify such instructions. Customer agrees to indemnify GTD (and its employees) and hold it harmless from any claim, loss or expense suffered in connection with a Payment Instruction provided such security procedure is followed. If Customer has not designated a second authorised representative, Customer acknowledges that such failure creates a greater risk of unauthorised transactions; and Customer expressly agrees to be bound by any Payment Instruction executed by GTD pursuant to this authorization, whether or not authorised. If the Payment Instruction identifies the beneficiary or its GTD by name and identifying number, GTD may act solely on the basis of such number even if the name and number do not agree. (k) Customer recognizes that GTD cannot effectively determine whether a request to enter into an FX Transaction communicated by telephonic, telecommunication or similar means is actually authorised or authentic, and Customer assumes all risks in connection with such communication purported to be made by an authorised person. (l) If either party brings an action (including any adversary proceeding in bankruptcy) to interpret or enforce the terms of this Agreement the prevailing party in such action, on trial and appeal, shall be entitled to recover its reasonable costs and attorney's fees thereof including any appeal as fixed by the court. (m) EACH PARTY EXPRESSLY, INTENTIONALLY AND IRREVOCABLY WAIVES ANY AND ALL RIGHT TO TRIAL BY JURY WHICH SUCH PARTY MAY OTHERWISE HAVE IN ANY LEGAL PROCEEDING IN CONNECTION WITH THIS AGREEMENT.